A SAFE note calculator estimates how a Y Combinator Simple Agreement for Future Equity converts into shares at a priced round, projecting the conversion price, SAFE ownership, and founder dilution. Use this free estimator to model post-money vs pre-money SAFEs before you sign a term sheet.
Plug in the investment, valuation cap, discount, and priced round assumptions to see exactly how much of the cap table you give up at conversion.
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Enter the SAFE terms and the priced round assumptions you want to model.
Dollars going into the SAFE
Maximum valuation for SAFE conversion
Discount off the priced round price (0% if none)
Pre-money valuation at the next priced round
New money raised in the priced round (0 if SAFE only)
Pre-conversion fully diluted share count
See every formula step and the numbers behind your result.
Click “Show breakdown” to expand each formula step with your numbers.
Five quick inputs and you have a defensible dilution estimate ready for your cap table conversation.
Step 01
Type the dollar amount the investor is putting into the SAFE.
Step 02
Enter the valuation cap and any discount agreed in the SAFE.
Step 03
Add the priced round pre-money and round size to drive the conversion.
Step 04
Choose post-money or pre-money to see the right dilution math.
Step 05
Use the conversion price and ownership outputs in your cap table conversation.
Straight answers to what founders ask before they sign a SAFE.
A SAFE (Simple Agreement for Future Equity) is an investment contract created by Y Combinator in 2013 that lets startups raise capital without setting a valuation upfront. The investor's money converts into equity at a future priced round, typically using a valuation cap, a discount, or both.
At the next priced equity round the SAFE converts to shares at the lower of two prices: the cap-based price (valuation cap divided by company shares) and the discount-based price (round price multiplied by 1 minus the discount). The investor receives shares equal to their investment divided by that conversion price.
A pre-money SAFE (the original 2013 version) treats the cap as a pre-money valuation, so subsequent SAFEs and option pool top-ups dilute the SAFE holder along with everyone else. The post-money SAFE (YC's 2018 update) locks the SAFE holder's ownership percentage at signing, so later SAFEs and option-pool changes dilute existing shareholders rather than the SAFE holder.
Dilution depends on the investment amount relative to the valuation cap and the priced round terms. As a rough rule of thumb, a SAFE for X dollars at a Y dollar post-money cap dilutes founders by roughly X divided by Y at conversion, before any option pool refresh.
SAFEs are simpler than convertible notes because they have no interest rate, no maturity date, and no debt obligation. Convertible notes give investors more downside protection by carrying interest and a deadline, but SAFEs are now the standard early-stage instrument for most US startups raising before a priced round.
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