What is a Cap Table

Gila Halleli-Weiss

Gila Halleli Weiss

So, you are speaking with a potential investor and they ask to see a cap table.  And you respond “hey, no problem, I’ll send that over right away”, while internally you are saying to yourself:—what the &#%#! is that?

It’s simple: a Cap Table simply is a chart which shows (1) who owns the company and (2) what percentage each owner owns.  If the ownership structure is simple—say, everyone ones the same type of shares without any bells and whistles—the cap table will also be simple. It might look a bit like this:

In the case above, Gal, Hallel, Omer and Rachel each own 500 shares, in other words, 25% of the company each.

On the other hand, if the ownership structure is all fancy and complicated and such with an employee share option plan (“ESOP”, for short) and warrants and three different classes of preferred shares  and anti-dilution protection and so on…then your cap table will accordingly more complicated.  It might look like this:

But—and this is important—at the end of the day, that long, scary-looking chart above is still a chart which shows (1) who owns the company and (2) what percentage each person owns.

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