October 14, 2026
Startup rounds are named by stage, not by law. Friends and family and pre-seed rounds are usually raised on post-money SAFEs. A seed round is either a larger SAFE round or the company’s first priced round on Series Seed documents. A Series A is a priced round, usually on NVCA documents, led by a venture fund that typically takes a board seat. Round sizes and valuations move every year, so check current market data before you set a cap or a price.
Key takeaways
The table below shows the usual pattern. The boundaries blur, and plenty of companies skip a stage or name a round differently.
| Friends and family | Pre-seed | Seed | Series A | |
|---|---|---|---|---|
| Product | Concept or prototype | Early product | Product in market | Clear traction |
| Usual instrument | Post-money SAFE | Post-money SAFE | Post-money SAFE or priced round on Series Seed documents | Priced round on NVCA documents |
| Usual investors | Founders’ personal network | Angels and pre-seed funds | Angels and seed funds | Venture funds, with a lead |
| Governance changes | None | None | Little, unless priced | Board seat for the lead, full investor rights |
| Typical dilution | Small, often counted with pre-seed | 10% to 15% | 15% to 20% | 15% to 25% |
The dilution row is a planning range, not a target: roughly the share of the company the new investors in that round end up owning. Your traction and the market set the real number. At a priced round, investors also usually ask you to enlarge the option pool before their money comes in, and that comes out of existing holders’ share on top of what the new investors buy. See Option Pool Shuffle and Equity Dilution.
It’s usually the first outside money, used to form the company, build a prototype and test the idea. Checks are small and come from people who know the founder. Document every investment on the same SAFE as the rest of your round, even when the investor is your aunt. Investors generally need to be accredited. There’s a narrow exception for a limited number of sophisticated non-accredited investors, but it comes with disclosure costs that rarely make sense for a small check. See What Do I Tell My Friends and Family Interested in Investing in My Startup? and Can My Startup Raise Money From Non-Accredited Investors?
Pre-seed money takes the company from an early product to evidence that customers want it. Investors are mostly angels and pre-seed funds, and nearly all pre-seed rounds use post-money SAFEs, closed one investor at a time. Investors at this stage are betting on the team and the market, and they want to see early signs: users, pilots, a waitlist, or a working product. See SAFE.
A seed round funds the company’s push toward repeatable growth. It comes in two common forms. Many seed rounds are simply larger SAFE rounds, sometimes with a fund setting the cap. Others are the company’s first priced round, in which investors buy preferred stock at a fixed price per share, usually on Series Seed documents. In a priced seed, any outstanding SAFEs and notes convert into the new preferred stock, usually a shadow series with the same rights but a liquidation preference based on the lower price they paid. Seed investors expect to see real usage or early revenue, and a credible plan to reach Series A metrics. See Series Seed vs NVCA Documents.
A Series A is a priced round led by a venture fund, almost always on NVCA documents. It’s a bigger negotiation than anything before it: the lead usually takes a board seat, and investors get a full package of rights, including protective provisions, pro rata rights, information rights and a drag-along. Diligence is thorough, and legal fees are higher. Many Series A companies have found product-market fit and are raising to scale, but some raise a Series A to keep searching for it. Investors want to see evidence that growth can be repeated. See Protective Provisions and Pro Rata Rights.
Legally, the difference is small. Both are sales of preferred stock at a fixed price. The practical differences are the document set (Series Seed documents are shorter and lighter on investor rights), the size of the round, and whether a lead fund is taking a board seat. Companies sometimes call a large seed a “Series A” or a small Series A a “seed” for signaling reasons. Name the round whatever helps you raise. What matters is the terms.
Round sizes and valuations change month to month and vary widely by sector, location and team. Before you set a cap or agree to a price, check current market data for your stage and talk to founders who have just raised. Founder Fridays publishes median round sizes and post-money valuations by stage each month, which is a useful starting point. Remember that a SAFE’s valuation cap sets the maximum price at which the SAFE converts. It isn’t a valuation of your company. See Valuation Cap.
Not every good business is a venture business. If you’re building a profitable company that won’t grow fast enough for a venture fund’s returns, look at angels, family offices, revenue-based financing and bank debt instead. See Venture Capital 101: Is It Right for Me? and 6 Types of Investors in Startups.
Go deeper: For a full walkthrough, see our Founder Guide to SAFEs, Founder Guide to Seed Funding and Founder Guide to Series A.
If you’d like help with your round, see our SAFE, Series Seed and Series A services, or contact us.
