TermSheet Pro: Cap Table & VC

About TermSheet Pro: Cap Table & VC

Raising a round? Your term sheet decides how much of your company you keep — and most founders sign one for the first time with no idea which clauses are standard and which ones quietly cost them millions at exit.

TermSheet Pro turns a dense VC term sheet into plain English, then shows you the cap table and dilution math behind it. Paste the text or upload the PDF, and get a clause-by-clause breakdown of your startup funding round in seconds.

WHAT YOU GET

• Plain-English clause explanations — liquidation preference, anti-dilution, participation, pro rata, drag-along, board composition, protective provisions, vesting, and the rest of the alphabet soup
• Real dilution math — a founder dilution calculator that shows your exact equity before and after the round, including the option pool and who actually funded it
• Valuation clarity — pre-money vs post-money, price per share, and how a SAFE or convertible note converts into your priced round
• Exit scenario modeling — what you take home at different exit values, once the preference stack is paid
• Red flag detection — the clauses founders most often regret, flagged and explained
• What's market — every key term checked against sourced, dated benchmarks from published venture financing data, so you know whether a term is standard or unusual right now
• Questions for Your Lawyer — a one-tap Word export that turns your analysis into a prep sheet for your attorney meeting
• Side-by-side comparison — model two competing offers and see which one actually pays you more
• Ask questions — a conversational explainer grounded in your specific numbers, not generic definitions

WHO IT'S FOR

First-time founders raising a pre-seed, seed, or Series A round. Second-time founders who want the ownership math done fast. Startup operators and employees trying to understand startup equity, dilution, and what a cap table really means. Angel investors, venture capital associates, and accelerator advisors reviewing deal flow. Anyone who has ever nodded along in a meeting while someone said "participating preferred" and hoped to look it up later.

BUILT FOR THE CONVERSATION WITH YOUR LAWYER, NOT INSTEAD OF IT

You should absolutely have a lawyer review your term sheet. A good one costs real money, and every hour they spend explaining vocabulary to you is an hour they aren't spending negotiating. TermSheet Pro is designed to make you an informed client before that meeting starts — so you walk in already knowing what a 2x participating liquidation preference does to your exit, and you spend billable hours on the terms that matter.

WHY "WHAT'S MARKET" MATTERS

A term isn't good or bad in a vacuum — it's standard or it isn't. What counts as market standard in venture capital shifts year to year, which is why generic advice ages badly. Every benchmark in TermSheet Pro carries its source and its date, so you can see exactly what a term is being compared against and judge it for yourself.

HOW IT WORKS

1. Paste your term sheet text or upload the PDF
2. Get an instant analysis: clauses explained, dilution calculated, red flags surfaced
3. Ask follow-up questions about anything you don't understand
4. Export your questions for your lawyer, or compare a second offer

Your analysis works without an account. Create a free account to save your term sheets, export documents, and compare offers across devices.

PRIVACY

Your term sheet content is used to produce your analysis and is not used to train AI models. Full details at termsheetpro.com/privacy.

Also available on the web at termsheetpro.com — your account and saved term sheets work across both.

Educational tool. Not legal or financial advice. TermSheet Pro does not create an attorney-client relationship and does not tell you whether to sign. Always have a qualified attorney review any term sheet before you sign it.