Fully diluted ownership calculator
Fully diluted ownership counts every option and the unallocated pool as if they were shares: your shares ÷ (shares + options + pool).
The formula
Fully diluted = your shares ÷ (shares + options + unallocated pool)
Worked example: 60.0%
The example uses the guide's seed round, £200,000 for 20%, with a matching cap table, exit, fund and market.
- 600,000 ÷ (900,000 + 100,000 + 0) = 60.0%
Try it with your numbers
Work out your fully diluted
It starts on the example. Replace any figure with your own; nothing you type leaves your browser.
Your fully diluted ownership
60.0%
- 600,000 ÷ (900,000 + 100,000 + 0) = 60.0%
Formula: Your shares ÷ (shares + options + unallocated pool).
- Of issued shares only
- 66.7%
Everything your numbers show
27 of 27 worked out so far. Select one for its page.
- Valuation£1,000,000post-money
- Pre-money valuation£800,000
- Post-money valuation£1,000,000
- Equity20.0%Equity sold
- Dilution70.0%kept by existing shareholders, down from 100.0%
- Option pool142,857new pool shares
- Fully diluted60.0%Fully diluted ownership
- SAFE89,286shares
- Loan note96,429shares
- Pro rata rights£200,000Pro rata amount
- Liquidation preference£1,000,000to the investor
- Vesting180,000after 18 months
- Cliff120,000at month 12
- SEIS£10,000SEIS relief
- EIS£6,000EIS relief
- VCT£4,000VCT relief
- TAM£240,000,000a year
- SAM£60,000,000a year
- SOM£3,000,000a year
- Down roundDown round
- Up roundDown round
- Flat roundDown round
- MOIC2.80x
- IRR22.9%a year
- TVPI1.50x
- DPI0.40x
- Dry powder£24,000,000
How to read your result
Venture rounds are usually priced on a fully diluted basis, so this is the percentage that matters in a negotiation.
Watch out for
Agree the definition. Some deals also count converting notes and new pool shares, which lowers everyone's percentage.
Last checked . Estimates only, not financial, tax or legal advice: check your accounts and documents, and take advice before you act. More terms in the startup glossary.