Khan Teniri Ventures

SAFE & convertible note calculator

Explore how your investment could convert into shares at the next priced funding round, and estimate your ownership after new investors join.

Your investment

The next funding round

Option-pool top-up (optional)

Reserve additional shares for future employee grants at this funding round.

Share & valuation assumptions

One converting investment is modelled. No other SAFEs, notes, warrants or follow-on investments are included. Pool increases are included only when the top-up setting is enabled. Note caps use a pre-money basis.

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How this estimate works
  • The model assumes a priced equity round that triggers conversion. It does not determine whether a note’s qualified-financing threshold or maturity provisions are satisfied. Zero new cash can isolate conversion dilution; it does not establish a conversion trigger.
  • A SAFE accrues no interest in this model. Note interest uses the selected method, with either the full balance converting at one price or interest repaid separately in cash.
  • A pre-money cap price is cap ÷ the selected capitalization: existing shares, with or without the new pool shares. When no pool top-up is enabled, it uses existing fully diluted shares. For the single post-money SAFE modelled here, cap price is (cap − investment) ÷ existing fully diluted shares, including the SAFE’s own conversion shares in its cap denominator.
  • If round pre-money valuation includes conversion shares, round price is valuation ÷ (existing shares + conversion shares + added pool shares). Otherwise it is valuation ÷ (existing shares + added pool shares). The calculator solves conversion and round price together.
  • Conversion shares = amount converting ÷ conversion price. New round shares = new cash ÷ round price. Your ownership = your conversion shares ÷ total fully diluted shares after the round.
  • The existing unallocated pool is part of the existing share count. A top-up adds only enough shares to reach the target after the round; it never removes existing shares. Ownership before new round dilution excludes newly added pool shares and new investor shares, using the conversion shares calculated for the scenario.
  • Fractional shares are retained. Actual issuance, rounding, capitalisation definitions, multiple instruments and contractual option-pool definitions may change the result. No exit proceeds, liquidation preferences, fees, taxes, MFN elections or pro rata participation are modelled.

Further reading: Y Combinator’s SAFE documents and Cooley’s convertible debt primer.

Illustrative estimates only, not investment, legal or tax advice. Signed agreements and round documents govern conversion. Early-stage investments carry a risk of total loss. This calculator runs in your browser and does not send or store your inputs.