Cover Image for [Pre-Seed Track] SAFE Notes, Caps, and Pro-Ratas: A Clean Explanation From Someone Who's Seen the Damage
Cover Image for [Pre-Seed Track] SAFE Notes, Caps, and Pro-Ratas: A Clean Explanation From Someone Who's Seen the Damage
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Full Stack CEO™
Community, Labs, and advisory for VC-backed B2B SaaS & AI CEOs

[Pre-Seed Track] SAFE Notes, Caps, and Pro-Ratas: A Clean Explanation From Someone Who's Seen the Damage

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About Event

PRE-SEED TRACK · TUESDAY SERIES — Zero to First Revenue

Most founders sign their first SAFE without fully understanding what they've agreed to. Some of them find out why that matters at Series A. A few find out at exit.

About this event

SAFE notes were designed to make early fundraising simple. And they are — until they're not. The mechanics are straightforward on the surface: you raise money, you set a cap, you close and move on. But the decisions you make inside that SAFE — the valuation cap, the discount rate, the MFN clause, the pro-rata rights — compound quietly in the background and show up in ways that surprise founders at every subsequent round.

The most common problems aren't exotic. They're structural. A cap that made sense at $500K raised looks very different when you've taken on $2M and your Series A investor is looking at the fully diluted table. Pro-rata rights that felt generous to give away become a negotiating constraint when a new lead wants clean ownership. These aren't mistakes — they're just decisions made without a full picture of what comes next.

This session is designed to give you that picture before you sign anything. Our guest has been in the room for enough pre-seed deals — on both the founder and investor side — to show you what the damage actually looks like, and how to avoid it with a few straightforward decisions upfront.

We'll cover:

  • How valuation caps work in practice — and how to think about setting yours relative to your round size and target Series A

  • The clauses most founders don't read carefully enough and what each one actually means for your next round

  • Pro-rata rights: when to give them, when to push back, and what you're trading away when you do

  • The SAFE mistakes that are easiest to avoid — and hardest to fix once you've made them

Then we open the floor. Bring your cap table questions, your current raise structure, or your confusion — the Q&A is live and unfiltered.

Your guest

[Guest TBD — confirmed 3 days before the event.] This session features a startup attorney, operator-turned-investor, or pre-seed VC with 50+ early-stage deals who can walk through real cap table scenarios without the jargon — and tell you exactly what they wish more founders understood before they signed.

Format: 25-min conversation · 15-min live Q&A

Who this is for: B2B SaaS and AI founders preparing their first raise or currently in the middle of a pre-seed round — and anyone who has signed a SAFE without being fully sure what they agreed to.


YOUR HOST

Yannick Kpodar is a 2x VP/CMO turned General Partner at Aventra Capital and founder of Full Stack CEO™. Over 15+ years, he's helped B2B SaaS teams raise $396M+, reach unicorn valuation, and scale from single-digit ARR to $45M+ across the US and Europe — at companies including LinkedIn, PayFit, and Amenitiz. He now builds operating systems that give founders investor-grade control over GTM, metrics, and capital without burning themselves or their teams.


ABOUT FULL STACK CEO™

Full Stack CEO™ is the operating system for B2B SaaS & AI founders from first revenue to $25M ARR — GTM, metrics, capital, and leadership built for the age of AI. The community, Labs, and advisory are built around one idea: that the founders who win are the ones who can read the whole system, not just the function they grew up in.

Members get direct access to a room of serious peers, weekly working sessions with Yannick, and live AMAs with the operators, exited founders, and VCs behind the program.

Free weekly events run three times a week across three stage-specific tracks: Pre-Seed (Tuesdays), Seed (Wednesdays), and Series A (Thursdays) — each with guests matched to what founders at that stage are actually dealing with.

🔗 www.full-stack-ceo.com

Avatar for Full Stack CEO™
Presented by
Full Stack CEO™
Community, Labs, and advisory for VC-backed B2B SaaS & AI CEOs