Master Your Cap Table: Equity Modelling for Startups

Cap Table Modeling: How Founders Can Protect Their Slice While Scaling Up

Founders, if you’re scaling your startup, cap table modeling isn’t just a nice-to-have—it’s essential. This webinar led by the Standard Ledger and Cake crew broke it all down: how equity moves across funding rounds, how safe notes and ESOPs play into it, and how not to get blindsided by dilution. Here’s the slice-by-slice breakdown

About the Speakers

• Remco Marcelis: Co-founder and CEO, Standard Ledger
• Thomas Worden: Virtual CFO, Standard Ledger 
• Cal Davidson: Head of Partnerships, Cake Equity

Why Cap Table Modeling Matters 

A cap table (short for capitalisation table) is the master map of your company’s ownership. Think shares, safes, notes, ESOPs—who owns what, and how much. Founders often start with spreadsheets, but things get complicated fast. That’s why modeling different funding scenarios is key because it shows you how raising capital now affects your ownership later.

“You can build the most successful startup in the world, but if you give away too much equity in early rounds, you might end up with a sliver of the pie.” — Remco Marcelis, Standard Ledger

Types of Modeling You Need to Know

1. Basic Cap Table Modeling: See how much equity you and your investors will hold after each round.
   
   
2. ESOP Modeling: Factor in employee option pools (often 10-15%) and how topping up those pools before rounds dilutes existing shareholders.
   
   
3. Convertible/Safe Note Modeling: Understand conversion triggers, discount rates, and valuation caps. These impact how much equity early backers end up with.
   
   
4. Exit Modeling: Simulate outcomes at different exit valuations—and spot red flags like liquidation preferences that could leave founders with nothing.
   
   

“I’ve seen companies exit for $900 million and the founders walked away with zero because of liquidation preferences.” — Thomas Worden, Standard Ledger

The Tools of the Trade

Manual spreadsheets? Sure. But one mistake with ASIC filings or miscalculating your ESOP cliff can cost you months of delay—or worse. Platforms like Cake offer live cap table management, scenario modeling, and investor-ready reports. Plus, your employees get visual tools to see how their equity grows over time.

“If you’ve got 10+ employees, do yourself a favour. Don’t model in spreadsheets.”
— Cal, Cake Equity

Founders, Here’s Your Modeling Checklist:

• Start with quantities, not percentages. Percentages shift.
  
  
• Clarify if safe notes are pre- or post-money.
  
  
• Model cap table impact 2-3 rounds ahead.
  
  
• Understand valuation caps vs. discounts.
  
  
• Right-size your ESOP pool for the next 18 months.
  
  
• Keep ASIC filings clean and aligned with your records.
  
  

Final Tip: Don’t Do It Alone‍

Cap tables are legal, financial, and strategic. It pays to have experts in your corner who’ve seen it all. Get a specialist accountant. Talk to a startup-savvy lawyer. Use tools designed for this exact purpose.

“There’s massive information asymmetry between founders and investors. Tools and advisors help you level the playing field.” — Cal Davidson, Cake Equity

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