Cap table management
Reconcile a cap table with its source records
Reconcile outstanding and fully diluted ownership, trace linked certificates, and investigate differences between a spreadsheet and Cap Table.
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Align the reporting basis before comparing totals
Two reports can use the same underlying records and show different percentages. First identify the company, as-of date, currency, split units, ownership basis, and treatment of the unallocated reserve. Record those choices beside the comparison.
The app’s historical Cap table view excludes later issuances. The Securities register lists records on file, including closed and future-dated records. A sum of every register row is therefore not the same calculation as outstanding ownership.
Build a share-count reconciliation
Assume a company has 6,000,000 open issued shares, 800,000 options not represented by exercise certificates, 200,000 unsettled RSUs, 100,000 warrants, and 900,000 available shares in open equity plans. Assume there are no other instruments or adjustments.
| Component | Shares |
|---|---|
| Issued shares outstanding | 6,000,000 |
| Options | +800,000 |
| Unsettled RSUs | +200,000 |
| Warrants | +100,000 |
| Fully diluted without unallocated reserve | 7,100,000 |
| Unallocated reserve | +900,000 |
| Fully diluted including reserve | 8,000,000 |
A holder with 1,200,000 issued shares has 20% of outstanding shares and 15% of fully diluted shares including the reserve. Both percentages are correct for the stated denominator. Neither percentage values the holding.
Trace the records that commonly cause differences
- Exercises: count the share certificate and the remaining grant representation once each. Do not add the original grant in full to all its exercise certificates.
- Settlements: trace issued RSU shares to the original award and exclude those units from its unsettled balance.
- Transfers: exclude the closed source from current holdings and follow the successor certificates.
- Repurchases: remove retired shares from current outstanding ownership while retaining the original event history.
- Convertibles: distinguish an outstanding SAFE or note from the shares issued at conversion.
- Plans: add available reserve, not the entire reserve on top of awards already counted.
Review duplicate CSV imports and similarly named holders when a difference cannot be explained by lifecycle events. A repeated security import can create another record.
Resolve differences and retain the result
List each unexplained difference, its amount, the affected records, and the source evidence. Correct a typo through an edit; record a missing event through its workflow. Do not insert an unexplained balancing security to make a spreadsheet total match.
After corrections, export the selected cap table, relevant plan ledgers, and a company backup. Keep the reconciliation and supporting files. Permanent History explains when the corrections were entered; the as-of report explains ownership using the effective dates in the corrected records.