Proforma Cap Table

A proforma cap table is a projected version of the cap table showing ownership percentages after a proposed financing event. Founders use proforma cap tables to understand: how much they'll own post-round, what percentage new investors will receive, how existing shareholders are diluted, and how option pool expansion affects everyone. Proforma cap tables model multiple scenarios: different valuations, different option pool sizes, different amounts raised. Building accurate proforma cap tables requires accounting for: all existing shares outstanding, existing and new SAFEs/notes converting, option pool creation, and new shares issued to investors. Tools like Carta, Pulley, and simple Excel models enable founders to run 'what if' scenarios quickly during fundraising negotiations.