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SAFE Conversion Calculator

Estimate how a SAFE converts in a priced round using a valuation cap and/or discount (simplified).

A SAFE typically converts into equity in a priced round at the better of a valuation cap price or a discount to the round price (depending on terms).

This calculator estimates conversion price and resulting SAFE shares using a simplified priced-round model.

Prefer an explanation- Read the guide.
Related definitions:safevaluation capdiscount ratedilutionpre money valuation
SAFE: what it is, valuation cap vs discount, and conversion basicsFundraising & valuation hub: pre/post-money, SAFEs, notes, and liquidation prefsConvertible note: interest, cap/discount, and conversion basicsOption pool shuffle: how it impacts founder dilution (with example)
 
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Set to 0 if the SAFE has no cap.
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Set to 0% if the SAFE has no discount.
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Tip: you can type commas (e.g., 10,000).

Example

Using the default inputs, the result is:
4.76%
SAFE amount
$500,000
Valuation cap (optional)
$8,000,000
Discount (optional)
20%
Priced round pre-money valuation
$20,000,000
Existing fully diluted shares
10,000,000
New money in priced round
$5,000,000

How to calculate

  1. Enter SAFE amount and the priced round pre-money valuation.
  2. Enter valuation cap and/or discount (set to 0 if not applicable).
  3. Enter existing fully diluted shares and new money investment to estimate ownership.

Formula

Round price = pre-money / shares; SAFE price = min(cap price, discounted round price, round price); SAFE shares = SAFE amount / SAFE price
  • Simplified priced-round model; ignores option pool changes, other SAFEs/notes, and legal nuances (post-money SAFE, MFN, etc.).
  • Assumes existing shares input is fully diluted and matches the priced round pre-money valuation basis.

FAQ

Cap vs discount: which one applies-
Many SAFEs convert at the better (lower price) of the cap price or the discount price. Terms vary, so confirm your SAFE document.
Why do I need existing shares-
To convert valuation into a per-share price. Conversion is ultimately about how many shares the SAFE buys at a given price per share.

Common mistakes

  • Using shares that are not fully diluted (option pool and other SAFEs matter).
  • Ignoring post-money SAFE mechanics and MFN clauses (terms vary).
  • Assuming the output matches legal documentation (simplified model).

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Quick checks

  • Use consistent time units (monthly vs annual) when entering rates and cash flows.
  • Run a sensitivity check on the input that drives the result most (often discount rate or growth).
  • Treat the output as a decision aid, not a prediction; validate assumptions with reality.