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YC SAFE Note & Convertible Equity Dilution Calculator

Calculate Y-Combinator post-money and pre-money SAFE note equity dilution, valuation caps, 20% discount conversions, and Series A founder ownership.

Calculated Results

SAFE Investor Equity Ownership Post-Round
3.125% Equity
Converts at Valuation Cap: $8,000,000 (Cap price is cheaper than 20% discount)
Effective Conversion Valuation
$8,000,000.00
Discount Price Valuation
$12,000,000.00 (20% off $15M)
Series A Investor Ownership
16.67% Equity
Founder & Employee Dilution
80.21% Retained Equity
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Frequently Asked Questions

What is a Y-Combinator Post-Money SAFE?

A Simple Agreement for Future Equity (SAFE) allows early startup investors to provide capital in exchange for the right to convert into equity shares during the next priced venture round (e.g., Series A). The standard YC post-money SAFE fixes the investor's ownership percentage immediately, protecting them from dilution by subsequent SAFE notes.

How does a Valuation Cap vs. Discount Rate work upon conversion?

A SAFE converts at whichever mechanism yields the lowest share price (highest share count) for the investor: either the negotiated Valuation Cap OR the priced round valuation minus the Discount Rate (typically 20%).

What is the difference between a Pre-Money and Post-Money SAFE?

In a pre-money SAFE, the valuation cap does not account for other SAFE holders, meaning multiple notes dilute each other and founders unpredictably upon conversion. A post-money SAFE explicitly calculates investor ownership based on the total post-money cap.

What happens to a SAFE if the startup never raises a priced round?

If a startup is acquired before raising a priced round, SAFE holders either receive their original investment back (liquidity preference) or convert into common stock at the valuation cap to participate in acquisition proceeds.