FAQ

A browser tool for modeling exit waterfalls, ownership dilution, and fund-level MOIC on a venture cap table. You set assumptions, holders, rounds, convertibles, and exit scenarios; it computes the waterfall, dilution, and fund economics, and produces BLUF text you can paste into an IC memo.

It is a pre-decision model, not a cap table system of record, transfer agent, or portfolio admin platform.

GPs, partners, and associates who need to see how a deal pays out before they commit. It is not built as founder cap-table software or LP reporting software. For LP reporting, see LPRP. Founders reporting metrics to investors: TrueNorth.

No. Open www.capstack.space and start. There is no signup, login, or user database.

The modeling app has no paywall. The optional website embed has a free tier (with a “Built with CapStack” badge) and a premium branding tier by arrangement — that is separate from the modeling app.

Yes, four, with no signup: the SAFE conversion calculator, the startup dilution calculator, the exit waterfall calculator, and the Rule of 40 and Rule of X calculator. The SAFE and waterfall calculators run the same engine as the app. Each runs in your browser. Copy link puts your inputs after the # in the URL, which browsers do not send to the server, so a shared link carries the numbers you entered to whoever opens it.

In your browser (localStorage on that device). Computed results are not stored; they are recalculated from source inputs on load.

Backup with JSON export. Restore with JSON import on the same or another machine. Clearing site data, switching browsers, or using a different device without that file means the model is gone.

The static host (Vercel) does not receive your cap table as part of normal modeling. The site uses Vercel Web Analytics: cookieless, aggregate page views plus counts of JSON exports, calculator share-link copies, and clicks from a calculator to the app. It never receives cap table data, holder names, or file contents. A calculator share link carries the numbers you entered after the # in the URL, a part browsers do not send to the server.

Caveats that are also true: the first page load hits the host (standard web logs: IP, user agent). Modeling pages serve Fraunces and DM Mono from this site. The skills screener still loads Inter and Source Serif from Google Fonts. Model BLUF & Ask run in the browser from the current model (numbers, not an LLM). Only if you save a self-hosted agent URL does the browser POST model state (and your question) to that URL. CapStack’s static host does not see that traffic.

No. Waterfall, dilution, and MOIC all run locally in JavaScript. Model BLUF & Ask also run locally (modeled numbers, not an LLM) unless you connect a self-hosted agent URL you control. Copy-paste into an external chat is a separate, manual opt-in.

No. Those systems are the books. CapStack is a scenario calculator. There is no issuance, 409A workflow, stakeholder portal, or multi-user cap table admin.

Not as a shared cloud file. It is single-user per browser. Share a JSON export (or a printed/PDF BLUF). Two people editing at once will diverge.

• Seniority-stacked liquidation preferences
• Participating, non-participating, and capped participation
• Conversion elections with iteration (up to 10 passes)
• SAFE and convertible-note conversion into the exit waterfall
• Note maturity behavior: demand cash if matured, extend, or convert at cap
• Anti-dilution via a global default with optional per-holder override, plus round carve-outs
• Escrow as a per-holder holdback after prefs run on the full equity pot
• Stock-consideration haircut and probability-weighted earnout on exit scenarios
• Ownership through rounds, with a pro-rata toggle
• Gross/net MOIC, fees, hurdle, and carry using European waterfall math only
• Forty-seven assumptions across six domains (some remain Not modeled)
• Copy-to-clipboard BLUF, undo, print stylesheet, dark/light theme
• Searchable glossary (68 terms)

American (deal-by-deal) carry. Out of scope. The product claims European carry only.

NVCA two-pass escrow. Escrow is each holder’s holdback of their allocated proceeds after prefs run on the full pot. It is not a second Additional Consideration waterfall on gross.

Ceremony / duplicate controls labeled Not modeled (MFN auto, debt-penalty toggle, indemnification, drag-along, and similar) do not change waterfall dollars.

Fully diluted ownership on the cap table and as-converted economics in the waterfall can use different denominators. Reconcile them before pasting a single “FD %” into a memo.

They convert at exit for the waterfall (cap, discount, note interest). Matured notes follow the maturity assumption (demand cash, extend, or convert at cap). A banner appears when convertibles are present. If conversion cannot be computed (missing caps/rounds), the app says so.

No. Sample data is fictional. Numbers are only as good as your inputs and the engine’s documented scope. Use counsel and your fund’s own models for closing, LPA, and tax.

Modeling does not need a backend after the page is loaded. It is not a packaged offline app: first load needs the network; fonts may not load offline.

• Copy BLUF to the clipboard
• Browser Print (print CSS aimed at a short PDF)
• JSON export of the model

A library of research prompts you copy into your own LLM, plus an optional in-app agent: you supply a base URL (stored in localStorage) and an optional API key (kept in sessionStorage for the current tab and not written to localStorage). Default product path does not send the cap table to an LLM.

A fixed, fictional sample waterfall dashboard for demonstration. It is not your fund’s data. Domain allowlisting is a client-side deterrent, not real access control. Generating a dashboard from a live model is not shipped.

Chrome 90+, Firefox 88+, Safari 14+, Edge 90+. No IE11.

No. Proprietary; all rights reserved.

Use Send Feedback in the app (💬 button or side nav). No account needed. If this FAQ is wrong about shipped behavior, say which question and what the app actually does.