What are investor expectations for equity distribution and cap table management?

Full Explanation

Post-Series A, founder ownership typically looks like: founders 50-60%, series A investors 20-30%, employee option pool 10%, earlier investors and angels 10-15%. This depends on dilution history—if founder only did one seed round, ownership is higher. Cap table complexity kills deals: if you have 50 angel investors at different valuations, diligence becomes a nightmare. Investor expectations: 1) Cap table is clean and documented. 2) Option pool is established (10-20% of post-investment shares). 3) Vesting is standard (4-year vest, 1-year cliff). 4) No surprise liabilities (convertible notes with unusual terms, SAFEs with non-standard caps). 5) Founder ownership doesn't drop below 35% (sub-35% signals founder dilution concerns). Example honest cap table: "Pre-Series A cap table: founders 70%, seed investors (2 SPVs) 15%, angels 10%, option pool 5%. Series A investment: £3M at £6M post-money. Post-Series A: founders 46%, Series A 50%, seed investors diluted to 10%, angel diluted to 6%, option pool 8%. Total fully diluted shares outstanding: 1.2M. Founders have received £1.5M in secondary sales to manage personal cash needs." This is transparent. Cap table surprises (convertible notes with non-dilutive provisions, complicated SAFE terms, missing shareholder documentation) trigger legal due diligence delays. Opagio's questionnaire helps founders document cap table cleanly and present it credibly to investors.

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