Cap Table Calculator & Dilution Simulator
The cap table calculator on this page models exactly what a pre-seed or seed investment does to your ownership: the price per share, the new shares issued to the investor, the option pool reserved for future hires, and the dilution absorbed by every existing holder. Most founders first see these numbers when the term sheet arrives and there is no time left to think. This cap table calculator puts them in front of you in seconds, so you can compare offers, size the pool and negotiate from knowledge rather than surprise.
How the cap table calculator works
Enter four inputs: current shares outstanding, the option pool percentage, the investment amount and the pre-money valuation. The calculator prices one share by dividing the pre-money valuation by the current shares, issues the investor exactly the shares their money buys, and creates the option pool before the round, which is standard practice. It then rebuilds the post-round table: post-money valuation, fully diluted shares, the investor’s stake, and each holder’s updated ownership with dilution measured in points lost and relative to the stake they started with.
Cap table calculator inputs
Current shares outstanding:
Option pool percentage:
New investment amount (USD):
Pre-money valuation (USD):
Existing holders (name and shares; the rows must sum to current shares outstanding):
Results
Price per share: –
New investor shares: –
Option pool shares: –
Post-money valuation: –
Fully diluted shares: –
Investor ownership: –
| Holder | Shares | Before round | After round | Dilution | Relative loss |
|---|
What the cap table calculator tells you about dilution
Use the calculator when a term sheet arrives, before agreeing the option pool with an investor, or when two offers differ on valuation and pool size. A ten percent investment does not mean ten percent dilution for you: the investor’s stake is measured against fully diluted shares, so the pool and the investor together determine your loss. Compare offers on the same basis by holding the pool constant, and read the updated ownership table with your co-founders, because it shows precisely who gains and who loses as the round changes. Whatever the table says, size the pool to the hires the plan requires rather than an arbitrary ten percent. Our cap table guide covers the full process from first share issue to investor reporting.
Cap table calculator methodology and assumptions
The calculator applies the standard pre-money pool convention: the pool is created before the investment, so founders and existing holders fund it through dilution while the investor’s stake is untouched. Price per share is the pre-money valuation divided by current shares; investor shares are the investment divided by that price; post-money fully diluted shares are current shares plus investor shares divided by one minus the pool percentage. Pre-seed pre-money valuations in the GCC commonly range from $1 million to $3 million depending on traction, team and sector; Bahrain’s Tamkeen programme supports early-stage founders with funding and advisory, and Stripe Atlas documents standard incorporation share structures. UK founders comparing a Gulf raise should check the SEIS guidance on GOV.UK, which caps what early investors can put in. The calculator assumes one priced round of equal voting shares; SAFEs and convertible notes convert on their own terms and should be modelled separately, as our SAFE versus convertible note guide explains. Results are estimates for planning, not legal or tax advice.
Frequently asked questions
What is a cap table calculator used for?
A cap table calculator models what a funding round does to ownership before you sign: new shares issued, option pool size, post-money valuation and the dilution each existing holder absorbs. Founders use it to sanity-check term sheets, compare offers and agree the pool with investors before the lawyers draft the documents.
How does dilution work when a new investor invests?
Dilution happens because the round creates new shares; existing shares keep their count but represent a smaller slice of a bigger total. The percentage each holder loses depends on how many new shares are created, so a 10% investment does not mean every founder loses 10%.
Should the option pool be inside or outside the valuation?
In most pre-seed and seed rounds the option pool is created before the round and sits inside the pre-money valuation, so founders fund it through dilution and investors do not. This calculator follows that standard convention, which is also the common practice across the GCC.
What is a reasonable pre-money valuation for a pre-seed round?
Pre-seed pre-money valuations typically run from $1 million to $5 million depending on traction, team and market, and GCC early rounds often land between $1 million and $3 million. Valuation is negotiated rather than calculated, so compare any input against recent rounds in your region.
Run the round before you sign it: model the term sheet, agree the pool, and check the dilution numbers against the runway the company needs. Our runway maths guide links the two, and our pre-seed pitch deck guide prepares the story that supports your valuation. If the maths lands in your favour, our accelerator track is the next step; contact our team for a second opinion on any term sheet.
Author: Mustafa Hasan, Founding Partner at Valu.vc. Updated: 3 August 2026.