Free Tools
Sizing an option pool? See what it costs the founders.
Enter the shares outstanding and the pool as a percentage of the company. The ESOP Calculator returns the shares the pool needs and the founders' stake after it. Free to use.
Ownership
0.40%
Exercise cost
$16,000
Net value at exit
$184,000
Before tax; assumes a simple common-share exit
The pool shows up in the term sheet first
You promise options to two engineers before a pool exists, and nobody writes down what was promised. Then the investor puts a 10% pool in the term sheet, and you work out what it costs you while the clock is running.
What you enter and the pool you get back
Shares outstanding.
Every share issued today.
Pool size.
The pool as a percentage of the company after the pool exists.
Result.
The shares the pool needs, and the stake the founders and other holders keep.
The pool is a percentage of the company including the pool itself, so it takes more shares than that percentage of today's total.
Worked example: a 10% pool on 10,000,000 shares
Assumptions: 10,000,000 shares outstanding, the founders hold 8,000,000 of them (80%), the pool is created before the round money comes in, and the pool is 10% of the company after it exists.
- The pool must satisfy: pool ÷ (10,000,000 + pool) = 0.10
- Pool = 10,000,000 × 0.10 ÷ 0.90 = 1,111,111 shares (rounded)
- Total after the pool: 10,000,000 + 1,111,111 = 11,111,111
- Check: 1,111,111 ÷ 11,111,111 = 10.0%
- Founders: 8,000,000 ÷ 11,111,111 = 72.0%, down from 80%
- Other holders: 2,000,000 ÷ 11,111,111 = 18.0%, down from 20%
The shortcut fails. Ten percent of today's shares is 1,000,000. That pool is 1,000,000 ÷ 11,000,000 = 9.09% of the company after it exists, short of the 10% you wanted.
Every holder who owned the company before the pool gives up 10% of their stake: 80% × 0.90 = 72%.
Term sheets usually size the pool after the round. Say the investor takes 20% and the pool is 10%, both measured on the company after the round. Founders then hold 80% × (1 − 0.20 − 0.10) = 56%, not 72%. Check: 10,000,000 ÷ 0.70 = 14,285,714 shares in total, and 8,000,000 ÷ 14,285,714 = 56.0%. Model the pool and the round together in BildrX before you sign.
A starting point for the conversation. Not legal or tax advice.
Where the ESOP Calculator stops
- It does not set the right pool size. It shows what a size costs. Your hiring plan sets the size.
- It does not grant options or track who holds them.
- It does not model the round. The Dilution Calculator prices the round, and BildrX round modelling prices the pool and the round together.
Grant from the pool and watch the headroom
On BildrX ESOP & Vesting shows the option pool's remaining headroom, and every grant draws from it. Grant options, RSUs, SARs or phantom shares on a 4-year schedule with a 1-year cliff, or your own. Vested and unvested are worked out continuously. Cash-settled awards draw on their own reserve and never dilute.
What's free, what's Pro
Free covers the option pool and fully diluted math. Pro adds employee grants, vesting, cliffs and exercise, and round modelling for the pool and the round together. Compare the plans on pricing.
Cancel Pro anytime. Downgrade and nothing is deleted or hidden.
Enter your shares and pool size above, read the founders' stake, then grant from the pool on your cap table.