CAPITALIZATION TABLE

[// GUIDANCE: A capitalization table (cap table) tracks the ownership structure of a company, including all equity securities, options, warrants, and convertible instruments. It is essential for understanding dilution, planning equity grants, and preparing for financing rounds. This template provides a comprehensive format for tracking capitalization.]

[COMPANY NAME]
Capitalization Table

As of: [DATE]

Prepared by: [NAME/TITLE]

TABLE OF CONTENTS

1. Summary Capitalization
2. Detailed Share Ownership
3. Option Pool Details
4. Convertible Securities
5. Fully-Diluted Capitalization
6. Scenario Analysis
7. Historical Rounds Summary

1. SUMMARY CAPITALIZATION

1.1 Authorized Shares

1.2 Outstanding Securities Summary

*Shares shown for convertible instruments assume conversion at current cap/price

2. DETAILED SHARE OWNERSHIP

2.1 Founders and Common Stockholders

2.2 Preferred Stockholders

3. OPTION POOL DETAILS

3.1 Option Pool Summary

3.2 Outstanding Options

3.3 Option Value Analysis

4. CONVERTIBLE SECURITIES

4.1 SAFEs Outstanding

*Estimated shares assume conversion at current valuation cap

4.2 Convertible Notes Outstanding

*Estimated shares assume conversion at cap with accrued interest

4.3 Warrants Outstanding

5. FULLY-DILUTED CAPITALIZATION

5.1 Fully-Diluted Share Count

5.2 Ownership by Category

6. SCENARIO ANALYSIS

6.1 Pro Forma - Next Round (Series B)

[// GUIDANCE: Use this section to model the impact of a future financing round.]

Assumptions:
- Series B Raise: $[AMOUNT]
- Pre-Money Valuation: $[VALUATION]
- Post-Money Valuation: $[VALUATION]
- Price Per Share: $[PRICE]
- Option Pool Increase: [XX]% post-money

6.2 Exit Analysis - Waterfall

[// GUIDANCE: This shows how proceeds would be distributed at various exit values.]

7. HISTORICAL ROUNDS SUMMARY

7.1 Financing History

7.2 409A Valuation History

8. NOTES AND ASSUMPTIONS

8.1 General Notes

• All percentages calculated on a fully-diluted basis unless otherwise noted
• Convertible securities estimated at current valuation cap unless a qualifying round has occurred
• Option pool includes both granted and available shares
• Preferred stock shown on an as-converted-to-common basis

8.2 Key Assumptions

8.3 Change Log

CHECKLIST - CAP TABLE MAINTENANCE

☐ Updated after each equity issuance
☐ Updated after each option grant
☐ Updated after each conversion event
☐ Reconciled with stock ledger
☐ Reviewed by legal counsel before financing rounds
☐ 409A valuation current (within 12 months)
☐ All vesting schedules current
☐ All convertible instruments tracked

This Capitalization Table Template is provided for informational purposes and should be maintained as a living document. Accuracy is critical for financing rounds, equity grants, and exit transactions. This document should be regularly reconciled with the company's stock ledger and reviewed by qualified legal or financial professionals.