Cap Table Analysis Template
Startup & Fundraising
Quick Answer
Describe your current ownership structure and proposed funding terms. Paste into Claude or ChatGPT. Get a dilution analysis with pro-forma ownership and plain-English explanation of what the round means for each stakeholder.
What You Get
A cap table analysis covering current ownership percentages, dilution calculation from proposed new round, pro-forma ownership post-financing, option pool impact, and a plain-English explanation of founder equity position through multiple financing scenarios.
Who Is This For
Founders evaluating dilution from a new funding round, startup lawyers explaining cap table mechanics to clients, and investors reviewing ownership structure in due diligence.
About This Template
The cap table is the legal record of who owns what in your company. Understanding your cap table — and how it changes with each financing round — is essential for making good equity decisions. This template guides founders through describing their current ownership structure and planned financing, then uses AI to produce a cap table analysis covering current ownership, dilution from the next round, pro-forma ownership post-financing, and a plain-English explanation of what the equity structure means for founders, employees, and investors.
Fill In Your Details
Your company name
List each shareholder with share count or percentage e.g. Founder A 45%, Founder B 35%, Angel investor 10%, Option pool 10%
e.g. 10,000,000 shares fully diluted
e.g. $5M Series A
e.g. $20M pre-money
e.g. investors require 10% post-money option pool, current pool is 8%
Any prior convertible notes or SAFEs that will convert in this round
Gather these details then use them to fill in the prompt below.
AI Prompts
Generate cap table analysis
Paste this prompt into Claude or ChatGPT with your ownership structure filled in.
You are a startup lawyer helping a founder understand their cap table and the impact of a new funding round. Using the information below, produce a clear cap table analysis. Company: [company_name] Current shareholders: [current_shareholders] Total shares outstanding: [total_shares] New round: [new_round_amount] Pre-money valuation: [pre_money_valuation] Option pool change: [option_pool_increase] Previous rounds converting: [previous_rounds] Produce: 1. Current Cap Table — ownership percentages for each shareholder pre-financing 2. New Shares Issued — calculate new shares issued to investors at the pre-money valuation 3. Option Pool Impact — if option pool increase required, calculate shares needed and dilution 4. Pro-Forma Cap Table — post-financing ownership for each stakeholder 5. Dilution Summary — how much each existing shareholder is diluted by the round 6. Founder Equity Analysis — founder combined ownership post-financing and what it implies for future rounds 7. Plain English Explanation — what this round means in simple terms for a founder who is not a lawyer Show all calculations. Flag if founder equity falls below typical thresholds that concern investors.
Sample Output
This is an example of what AI produces when you use this template.
Pro-Forma Cap Table Post Series A
Pre-financing: Founder A 45%, Founder B 35%, Angels 10%, Option pool 10%. New shares issued: $5M at $20M pre-money ($25M post) = 20% investor ownership. Option pool increase from 10% to 12% post-money requires additional 2% dilution pre-financing. Post-financing: Founder A 33.6%, Founder B 26.1%, Angels 7.5%, Option pool 12%, Series A investors 20%. Combined founder ownership post Series A: 59.7%.
Plain English Explanation
Before this round you and your co-founder together owned 80 percent of the company. After this $5M Series A you will together own approximately 59.7 percent. The investors are buying 20 percent of the company for $5M, which values your combined stake at approximately $14.9M on paper. You gave up 20.3 percent of the company in total — 18 percent to the investors and 2.3 percent to expand the option pool to attract future employees. This is a normal and healthy outcome for a Series A. If the company reaches the $25M ARR target and exits at 8x revenue, your combined stake would be worth approximately $119M.