Convertible Note Calculator

See how a convertible note turns into equity at the next funding round. Enter the note terms and the round terms, and the calculator shows the cap table after conversion, including interest that builds up until the round.

The inputs

For the note: the amount, the discount, the valuation cap, the annual interest rate and the months until the round. For the conversion round: the pre-money valuation and the amount raised. Founders’ equity is the share the founders held before the note.

How to read the result

The resulting cap table gives each group’s percentage after the round. The chart repeats the split for round valuations from half to double the pre-money you entered, so you can see how much the cap and the discount cost you at different outcomes.

Example: a $400,000 note with a 20% discount

A founder who owns 100% raises a $400,000 note with a 20% discount, a $10 million cap and no interest. The next round raises $1.5 million at a $6 million pre-money valuation. The round is below the cap, so the note converts at a 20% discount to $6 million, which is $4.8 million. That gives the noteholder $400K ÷ $4.8M, about 8.3%, before the new money. The new investors take $1.5M ÷ $7.5M = 20%. After the round the founder owns about 73.3%, the noteholder 6.7% and the new investors 20%.

The round’s pre-money valuation drives every number here. Start a free valuation to see where yours might land.

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