Startup Basics: What Is a Cap Table in Investing?

Published on
December 8, 2022
Startup Basics: What Is a Cap Table in Investing?
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If you're a startup founder, chances are you've heard of a cap table. But what is a cap table in investing? And why do investors want to see one before writing you a check?

A cap table is simply a list of all the shareholders in your company and how much equity each owns. It's an important tool for startups because it helps founders keep track of who owns what, and it can be used to help raise money from investors.

Why is it important for startups to know what is a cap table in investing? Because they give potential investors a clear picture of who owns what in the company. This information is critical when making investment decisions.

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What is a Cap Table in Investing?

As a startup, it's important to keep track of your shareholders and their corresponding equity stakes.

This is where a cap table comes in.

What is a cap table in investing?

A cap table is a list of a company's current shareholders and their equity stakes. This information is important for startups for a few reasons.

First, it helps them keep track of who owns what in the company and make sure everyone is on the same page when it comes to decision-making.

Second, a cap table can help startups calculate dilution. This is when a new round of funding causes existing shareholders to own a smaller percentage of the company. Knowing how much each shareholder owns can help avoid any surprises down the road.

Third, a cap table can be used to track a company's funding rounds. This information can be helpful in planning for the future and making sure the company is on track.

Key Takeaway: A cap table is a valuable tool for startups. It helps them keep track of their shareholders, calculate dilution, and track funding rounds.

How Investors Read Cap Tables

As an early-stage startup, one of the most important things you can do is keep track of your cap table.

For startups, the cap table is important because it can help them raise money and give potential investors a clear picture of the company's equity structure. To create a good cap table, you need to make sure it is accurate, up-to-date, and easy to understand.

Investors use cap tables for a few different reasons.

First, it can help them understand what stage the company is at and how much equity they would be getting if they invested.

Second, it can help them evaluate the riskiness of the investment.

And finally, it can help them see how their investment would dilute over time.

If you're a startup, make sure you keep track of your cap table and keep it up-to-date. It's an important tool for both you and your investors.

Key Takeaway: An accurate and up-to-date cap table is essential for startups when raising money and for potential investors evaluating the riskiness of the investment.

Why Are Cap Tables Important For Startups?

Startups are often reliant on funding from venture capitalists in order to get their products off the ground. One of the things that VC firms take into account when deciding how much to invest in a startup is the company's cap table.

A cap table lists all of the company's shareholders, their respective ownership stakes, and the valuation of those stakes. This information is important for VC firms because it helps them understand how much equity each founder has in the company.

The cap table can also be used for fundraising purposes. If a startup is looking to raise additional funds, it can use the cap table to show potential investors how much equity is available.

Overall, cap tables are an important tool for startups, both in terms of fundraising and in terms of understanding the company's equity structure.

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How to Read and Understand a Cap Table

Have you ever looked at a cap table and felt like you were reading a foreign language? If you're a startup founder, it's important to be able to understand your company's capitalization table.

A cap table is a document that lists all of the company's equity holders and how much equity each one owns.

This information may not seem important, but it actually can be very helpful in understanding your company's financial situation and making important decisions about fundraising and dilution.

So how can you read and understand a cap table? Here are a few tips.

1. Know the Basics

A capitalization table is a document that lists all of the company's equity holders and how much equity each one owns. This information can be helpful in understanding your company's financial situation and making important decisions about fundraising and dilution.

2. Understand the Terminology

When looking at a cap table, you'll see a lot of different terms that may be unfamiliar to you. Here are a few of the most common.

  • Common stock: This is the most basic type of stock and is typically what is issued to founders, employees, and early investors.
  • Preferred stock: This is a more advanced type of stock that gives holders certain rights and privileges, such as preference in receiving dividends or proceeds in the event of a sale or liquidation.
  • Par value: This is the price per share that is used for accounting purposes. It has no bearing on the actual market value of the stock.
  • Authorized shares: This is the total number of shares that the company is authorized to issue.
  • Issued and outstanding shares: This is the number of shares that have been issued by the company, minus any that have been repurchased or returned.
  • Treasury shares: These are shares that have been issued by the company but then repurchased by the company. They are not outstanding and do not confer any ownership rights.

3. Know the Different Types of Shareholders

There are three main types of shareholders:

  • Founders: The people who started the company and typically own the largest percentage of shares.
  • Employees: People who work for the company and own shares that they receive as part of their compensation.
  • Investors: People or entities who have invested money in the company in exchange for equity.

4. Understand How Dilution Works

Dilution occurs when a company issues new shares, which reduces the percentage of ownership held by existing shareholders.

For example, if a company has 1,000 shares outstanding and a shareholder owns 10% of those shares, and the company then issues 100 new shares, the shareholder's ownership percentage would be reduced to 9%.

There are two main types of dilution:

  • Founder dilution: This occurs when a company issues new shares to investors, which reduces the percentage of ownership held by the founders.
  • Employee dilution: This occurs when a company issues new shares to employees as part of their compensation, which reduces the percentage of ownership held by other shareholders.

5. Know How to Value Shares

The price per share is known as valuation. The valuation is typically set by the company's board of directors and is based on a number of factors, such as the company's stage of development, financial situation, and industry.

The valuation can have a big impact on ownership percentages. For example, if a company is valued at $1 million and there are 1,000 shares outstanding, and a shareholder owns 10% of those shares, the shareholder's ownership stake would be worth $100,000. But if the company is valued at $10 million, the shareholder

FAQs About What Is a Cap Table in Investing

Why do investors want cap tables?

The investors you’re pitching to want to know that you’ll keep a healthy amount of your company’s stock for yourself and your employees. A strong capitalization structure shows that you have confidence in your business and that you’ve made good decisions as a CEO.

What should I look for in a cap table?

  • Post-money valuation.
  • Price-per-share.
  • Names of shareholders.
  • How much shareholders paid for their shares.
  • What percentage of ownership it gives them pre and post-money.

Do investors see cap table?

Your capitalization table tells investors a lot about your business, not just what percentage of the company you own. It also tells a story of your decision-making and business strategy.

Is a stock ledger the same as a cap table?

A stock ledger is essentially a list of all company stocks, including who and when they were issued to. A cap table, however, shows the relationships between the shareholders and who owns the business.

Conclusion

What is a cap table in investing? A cap table is an important tool for startups because it helps founders keep track of who owns what. It can be used to help raise money from investors by showing them clearly who owns what in the company.

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Jed Ng
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Jed Ng

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He has a track record of exits and Unicorns, and is backed by 1000+ LPs.

He previously built and ran the world's largest API Marketplace in partnership with a16z-backed, RapidAPI".

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