Angel & startup terms

SAFE

A Simple Agreement for Future Equity — a contract that converts into shares at a future priced round, without setting a valuation today.

A SAFE (Simple Agreement for Future Equity) is the most common instrument for early-stage cheques today, popularized by Y Combinator as a faster, cheaper alternative to negotiating a full priced equity round. It is not a loan and not stock — it is a promise that your money converts into equity when the company later raises a priced round (or gets acquired), at terms set by a valuation cap and/or discount agreed today.

Because it defers the valuation conversation, a SAFE lets a company close a round in days rather than the weeks a priced round can take, which is why it dominates pre-seed and seed investing. The tradeoff is that you don't know your exact ownership percentage until conversion — it depends on how much total SAFE and priced-round capital the company raises before that trigger event.

Why it matters

If you're investing directly as an angel, most of your early cheques will be SAFEs. Read the valuation cap and discount terms carefully — they determine what you actually own once the company converts, and stacking too many SAFEs at different caps can quietly dilute early investors more than they expect.

Worked example

You invest $25,000 on a SAFE with a $5M valuation cap. If the company later raises a priced round at a $10M valuation, your SAFE converts as if the company were worth $5M — giving you roughly twice the ownership a straight $10M-valuation investor would get for the same cheque.

Related terms

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