See dilution before it happens

Model Dilution Scenarios Before You Sign the Term Sheet

A portfolio company announces a Series B at a $60M pre. Your fund owns 8.2% on a fully diluted basis. If you don't exercise pro rata, what's your ownership after the round? What if the option pool expands by 3%? If the only way to answer that is building a new Excel tab, you need a better tool.

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Excel models break when the term sheet changes

Every new round means a new dilution model. You open your spreadsheet, update the pre-money valuation, adjust the share count, recalculate your ownership percentage, and then realize you forgot to account for the SAFE that converts at the cap. So you rebuild the model. Then the founder comes back with a different valuation. You rebuild it again.

This cycle repeats for every portfolio company raising a new round, every follow-on decision, and every IC meeting where someone asks "what happens to our position if we don't participate?" The math isn't hard — it's the repetition and the risk of errors that drain your time.

Archstone's dilution modeling starts from your current cap table and lets you layer on scenarios in seconds. Change the pre-money, toggle pro rata participation, add a SAFE conversion, expand the option pool — and see your post-round ownership update in real time. Save multiple scenarios, compare them side by side, and share the output with your investment committee.

Every variable that affects your ownership, modeled

Round-by-round dilution modeling

Input the proposed round terms — pre-money valuation, round size, investor allocation — and instantly see your post-round ownership on a fully diluted basis. Model priced equity rounds, SAFE conversions, and convertible note triggers in the same workflow.

Pro forma cap table preview

See the complete post-round cap table before anyone signs. Your fund's position, the new investor's allocation, founder dilution, and the option pool — all recalculated and displayed as a clean pro forma table you can export or share.

Option pool increase impact

New rounds often require option pool top-ups that dilute existing shareholders before the new money comes in. Model the impact of a 10% pool increase versus 15% and see exactly how many basis points of ownership you lose — the detail that term sheet negotiations often miss.

Multiple scenario comparison

Save and name different scenarios — "participate full pro rata," "participate 50%," "don't participate" — and view them side by side. Compare your resulting ownership, cost basis, and implied MOIC across scenarios to make the follow-on decision with hard numbers.

Ownership waterfall visualization

See dilution as a visual waterfall chart — starting ownership, each dilution event, and ending ownership — so the story of how your position evolved is immediately clear. Ideal for IC presentations and LP reporting where a wall of numbers won't land.

Shareable models for IC review

Generate a shareable link to any dilution scenario so your partners or advisory board can review the model before the IC vote. They see the same interactive view — no downloading spreadsheets, no version confusion, no "which tab am I looking at?" emails.

How GPs use dilution modeling

Pre-Investment Analysis

Know your ending ownership before writing the check

Before committing to a new deal, model how subsequent rounds will dilute your position. If you're targeting 10% ownership at entry, see what that becomes after a Series A, B, and option pool expansion — and whether your fund's reserves can maintain the position through follow-ons.

Follow-on Rights

Decide whether to exercise pro rata with clarity

When a portfolio company raises, you have a narrow window to decide on pro rata. Run two scenarios — participate and pass — see the ownership and valuation impact of each, and make the call before the allocation deadline instead of scrambling with a spreadsheet at the last minute.

LP Reporting

Show LPs how ownership trajectories evolve

When LPs ask why your ownership in a breakout company dropped from 12% to 7%, show them the waterfall: seed entry, Series A dilution with partial pro rata, option pool expansion, Series B without participation. The visual narrative builds confidence even when the numbers move.

Frequently asked questions

What round types does the dilution model support?

Archstone models priced equity rounds (Series Seed through Series D+), SAFE conversions (both pre-money and post-money SAFEs with valuation caps and discounts), convertible note conversions with interest accrual, and option pool expansions. You can chain multiple events in a single scenario.

Can I model SAFE conversions into a priced round?

Yes. Enter the SAFE terms — valuation cap, discount rate, MFN provisions — and Archstone calculates the conversion price and resulting shares when a qualifying priced round triggers conversion. Both pre-money and post-money SAFE mechanics are supported, including scenarios where multiple SAFEs convert simultaneously.

How accurate are the dilution projections?

The models use standard VC math — share counts, price per share, and fully diluted ownership calculations. Accuracy depends on the inputs you provide. Archstone flags common errors like missing option pool shares or unconverted SAFEs so your scenarios reflect the real cap table, not an incomplete picture.

Can I share dilution scenarios with my team?

Yes. Generate a shareable link for any saved scenario. Your partners, advisors, or IC members can view the model interactively — toggle assumptions, compare scenarios — without needing an Archstone account. Links can be set to expire or require a password for sensitive deals.

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