Pro Rata Rights Calculator

Calculate each investor's pro rata allocation in a new funding round

💰 Preemptive rights math 📊 Ownership impact analysis Sergei Tokmakov, Esq.

New Round Details

Existing Investors with Pro Rata Rights

Enter each investor's name and current shareholding (on a fully-diluted basis).

Investor Name Shares Held Ownership %

Pro Rata Allocation Table

Key Concepts

  • Pro rata right: Right to purchase additional shares to maintain ownership percentage. Typically granted to "Major Investors" (above a dollar threshold) in the IRA.
  • Super pro rata: When an investor wants to invest more than their pro rata share. Requires consent from the company and lead investor.
  • Waiver: Investors who don't exercise pro rata rights typically have 15-30 days to respond. Unexercised rights may be reallocated to participating investors.
  • Pay-to-play: Some agreements require investors to exercise pro rata to keep protective provisions. Check your IRA.

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