Pre-Seed RoundThe earliest stage of institutional or angel financing, typically raised before a company has a finished product, revenue, or, in biotech, validated preclinical data. Proceeds are commonly used to fund initial hires, build a prototype or assay, or generate early proof-of-concept data that supports a subsequent seed raise. Structures at this stage are frequently SAFEs or convertible notes rather than priced equity rounds.Seed RoundAn early financing round that follows pre-seed and typically funds a company through key value-inflection milestones, such as building a founding team, generating initial experimental or clinical data, or reaching a stage suitable for Series A investment. Seed rounds may be structured as SAFEs, convertible notes, or priced preferred stock, and often involve a mix of angel investors and dedicated seed-stage venture funds.Series ATypically the first significant round of institutional venture capital financing structured as priced preferred equity, usually led by one or more venture funds after a company has demonstrated meaningful traction or data beyond the seed stage. Series A financings generally introduce more formal governance, including board seats for investors and a fuller set of preferred stock rights such as liquidation preferences and protective provisions.SAFE (Simple Agreement for Future Equity)An investment instrument, introduced by Y Combinator in 2013, under which an investor provides capital in exchange for the right to receive equity in a future priced financing round, rather than immediate shares or debt. A SAFE has no interest rate or maturity date and typically converts based on a valuation cap, a discount to the future round’s price, or both. Because it is not debt, a SAFE does not create a repayment obligation if a priced round never occurs.Convertible NoteA short-term debt instrument that converts into equity, typically at the next qualified financing round, rather than being repaid in cash. Convertible notes carry an interest rate and a maturity date, and usually include a valuation cap and/or discount rate that determines the conversion price relative to the priced round. Unlike a SAFE, unconverted notes represent a debt obligation of the company.Cap TableA capitalization table is a ledger, often maintained as a spreadsheet or through dedicated software, that records all ownership interests in a company, including common stock, preferred stock, options, warrants, and outstanding convertible instruments such as SAFEs or notes. It shows each stakeholder’s ownership percentage on both a current and fully diluted basis and is updated with every financing, option grant, or conversion event.DilutionThe reduction in an existing shareholder’s percentage ownership of a company that occurs when new shares are issued, such as in a financing round or upon exercise of options. Dilution does not necessarily reduce the dollar value of a shareholder’s stake, since new capital may increase the company’s overall valuation, but it does reduce the proportion of the company that shareholder owns.Term SheetA document summarizing the principal proposed terms of an investment, including valuation, investment amount, security type, liquidation preference, board composition, and investor protective provisions. Most term sheets are non-binding except for specific clauses such as confidentiality and exclusivity, and they serve as the framework from which definitive legal financing documents are later drafted.Liquidation PreferenceA contractual right held by preferred stockholders entitling them to receive a specified return of capital before common stockholders receive any proceeds in a liquidation event, such as an acquisition, sale, or dissolution. Liquidation preferences are commonly expressed as a multiple of the original investment, most often 1x, and may be structured as non-participating, where preferred holders choose either the preference or conversion to common, or participating, where they receive both.RunwayThe length of time a company can continue operating before it exhausts its available cash, calculated by dividing the current cash balance by the average monthly net burn rate. Runway is a key metric for planning fundraising timelines, since companies typically aim to close a new financing round well before cash reserves run out.