SAFE conversion calculator

See how up to 10 SAFEs convert at a priced round, including caps, discounts and the option pool. Free, with no account or login.

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Priced round

The round pre-money includes converting SAFEs and the modeled pool. Existing shares form one holder group; the target pool is modeled separately. Pre-money SAFE cap prices exclude all converting SAFEs.

SAFE 1

Round price: $2.00 per share. Shares and money are rounded for display; ownership uses the full calculation.

SAFE conversions
SAFEPriceSharesBefore new moneyPost-round
SAFE 1$1.001,000,00010.00%8.00%
Full post-round ownership
HolderSharesOwnership
Existing holders9,000,00072.00%
Option pool00.00%
SAFE 11,000,0008.00%
New investors2,500,00020.00%

These figures come from the numbers you enter. Vanward does not check or validate them, and this is not a valuation, a 409A, or legal or tax advice. Your company's cap table and signed documents are the record. Real conversions follow the exact terms of each signed SAFE and the round documents.

How the math works

A SAFE converts its investment amount into shares at the lower of its cap price and discounted round price. Post-money SAFEs, the current standard form, include all converting SAFEs in company capitalization for the cap calculation. This calculator includes the pool too, and excludes the round's new money.

For example, start with 9,000,000 existing shares, a $1,000,000 post-money SAFE at a $10,000,000 cap, and no pool. At a $20,000,000 round pre-money valuation, the SAFE converts at $1.00 into 1,000,000 shares. It owns 10.00 percent before the new money. A $5,000,000 investment at the $2.00 round price adds 2,500,000 shares. The SAFE then owns 8.00 percent, existing holders 72.00 percent, and new investors 20.00 percent.

The round price uses pre-money divided by existing shares, the modeled pool and converting SAFE shares. For a pre-money SAFE cap, the denominator excludes converting SAFEs. Because those share counts depend on each other, the calculation repeats until the share counts settle. Ownership uses full precision; displayed prices, shares and percentages are rounded.

These assumptions make scenarios comparable, but signed terms decide an actual conversion. For the documents investors will ask for, read from SAFEs to a priced round.

For a comparison of caps, discounts, interest and maturity, read SAFE versus convertible note: how each converts. This calculator models SAFEs only; it does not accrue note interest or apply note maturity terms.

Questions founders ask

How does a post-money SAFE cap work?
In this model, divide the cap by company capitalization before the new round cash, including existing shares, the option pool and all converting SAFEs. When the cap wins, a $1 million SAFE at a $10 million cap owns 10.00 percent before the new money dilutes it.
Does the cap or the discount set the conversion price?
The lower price wins. Compare the cap price with the round price reduced by the discount. A lower price gives the SAFE holder more shares. With neither a cap nor a discount, this calculator uses the round price.
How is a pre-money SAFE different?
This calculator excludes all converting SAFEs from a pre-money SAFE cap denominator, while including existing shares and the modeled pool. Post-money cap denominators include all converting SAFEs. That difference changes how SAFEs dilute existing holders and each other.
Can I model several SAFEs and an option pool together?
Yes. Add up to 10 SAFEs with their own amounts, types, caps and discounts. The target pool is a percentage after the round, modeled separately from existing holders. The round pre-money includes converting SAFEs and the pool.
Will the result match my signed SAFE exactly?
It may differ. Signed definitions of company capitalization, pool increases, promised options and other terms can change a real conversion. Use the calculation to explore scenarios, then reconcile the result to your cap table and signed documents with counsel.

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