A Fully-Diluted Basis refers to calculating ownership and per-share metrics assuming all potential equity issuances are outstanding, including options (often from the option pool), warrants, and shares underlying convertible securities. In term sheets and cap tables, Fully-Diluted Basis is used to define price per share, investor ownership, and how dilution is allocated among stakeholders.
Ryan RobertsStartup Lawyer
Ryan Roberts is a startup lawyer with more than two decades of experience advising on venture financings and M&A transactions totaling more than $1 billion. He is the author of the Amazon bestselling startup law book Acceleration.
