Cap Table
Issued common stock, outstanding SAFEs, Wefunder progress, and illustrative dilution.
Founder-aligned capitalization.
VeriStrata, Inc. — Capitalization
Basis: post-money SAFE. At a $6,000,000 post-money valuation cap, each holder's ownership of the company immediately after a priced round equals purchase amount ÷ cap. Dilution from later SAFEs falls on the founder, not on earlier holders.
Common stock
| Holder | Instrument | % of post-money | Status |
|---|---|---|---|
| Reed O'Neal | Common stock | 99.633% | 100% of currently issued common; shown as-converted on instruments signed to date |
SAFEs — VeriStrata, Inc. · $6,000,000 post-money cap · no discount
| Holder | Date | Amount | % of post-money | Status |
|---|---|---|---|---|
| Kelley Price | 07/06/2026 | $10,000 | 0.167% | Executed |
| Richard Meadows | 08/16/2026 | $10,000 | 0.167% | Executed |
SAFEs — assumed from TruthTrollers, LLC · $6,000,000 cap · 20% discount
| Holder | Date | Amount | % of post-money | Status |
|---|---|---|---|---|
| Kimberly Mitchell | 03/28/2026 | $1,000 | 0.017% | Novated to VeriStrata; executed |
| Heather Reedy | 03/29/2026 | $1,000 | 0.017% | Novated to VeriStrata; executed |
Not issued
| Item | Status |
|---|---|
| Eric Forst | No equity issued or promised as of 31 August 2026 |
| Employee / advisor option pool | No pool created or reserved as of 31 August 2026 |
Round progress
| Measure | Value |
|---|---|
| Current round target | $160,000 |
| Closed to date — VeriStrata SAFEs | $20,000 (12.5% of target) |
| Remaining in target round | $140,000 |
| Current-round SAFEs at full raise | $160,000 → 2.667% of post-money |
| Total SAFE principal at full raise | $162,000 → 2.700% of post-money |
| Founder at full raise, post-conversion | 97.300% (before any option pool) |
The 20% discount on the two assumed instruments produces more shares than the cap only where a priced round values the company below roughly $7.5 million. Above that level the cap governs and the discount is inoperative. Percentages above are shown at the cap. Full round terms are described in Business Plan, section 09.
Instrument Register
Every field read off the executed agreement.
| Ref | Investor | Issuer of record | Amount | Agreement date | Cap | Discount | Governing law | Form | Execution |
|---|---|---|---|---|---|---|---|---|---|
| CAP_0001KP | Kelley Price | VeriStrata, Inc. | $10,000 | 07/02/2026 (signed 07/06/2026) | $6,000,000 | None | Washington | Standard YC post-money, cap only, unmodified | DocuSign |
| CAP_0001RM | Richard Meadows | VeriStrata, Inc. | $10,000 | 08/16/2026 | $6,000,000 | None | Washington | Standard YC post-money, cap only, unmodified | DocuSign |
| 00001KM | Kimberly Mitchell | VeriStrata, Inc. (novated) | $1,000 | 03/28/2026 | $6,000,000 | 20% | Delaware | Modified YC post-money, cap + discount, LLC-adapted | DocuSign; novation executed |
| 00002HR | Heather Reedy | VeriStrata, Inc. (novated) | $1,000 | 03/29/2026 | $6,000,000 | 20% | Delaware | Same modified form | Wet signature; novation executed |
Open Items
Resolved items are retained below the line so the record is visible.
| # | Item | Why it matters | Owner |
|---|---|---|---|
| 1 | VeriStrata stock ledger — founder share count and issue date | The table states 100% of issued common. The share count and issue date must be copied from the incorporation records before the figure is independently verifiable. | Reed |
| 2 | Holder of record on the Price SAFE | The agreement names Kelley Price individually; the signature block adds "Manager, Ibearhouse LLC." The stock ledger needs one name. | Counsel |
| 3 | Governing law: Washington on a Delaware corporation | Both VeriStrata SAFEs elect Washington law while the issuer is Delaware. Not an error, and the YC form leaves the state blank — but worth being deliberate about going forward. | Counsel |
| 4 | Drafting artifact in both assumed instruments | §1(e) Termination ends "…pursuant to Section 1(b) or Section 1(c).neither" — a stray word left from editing. Harmless to meaning; fix by side letter or at conversion. | Counsel |
| 5 | Option pool sizing | No pool exists. Size and timing to be set at or before the priced round; it will dilute the founder, not the SAFE holders. | Reed + board |
Resolved
- 01
Predecessor entity: VeriStrata, Inc. incorporated in Delaware 22 June 2026 as a separate corporation.
- 02
Legacy instruments: both $1,000 TruthTrollers SAFEs novated to VeriStrata and executed.
- 03
IP assignment: founder IP assigned to VeriStrata, Inc.; executed.
- 04
Advisor equity: no equity issued or promised to any advisor as of 31 August 2026.
- 05
LLC wind-down sequencing: novations complete, so cancelling the LLC no longer triggers a dissolution payment on those instruments.