Investment Type

SAFE vs. convertible note vs. priced equity—what’s the difference?


SAFE (Simple Agreement for Future Equity): a contract to receive shares later (usually at the next equity round) based on a valuation cap and/or discount. No interest, no maturity, not debt. The post‑money SAFE makes your ownership outcome more predictable because your percent is calculated post‑SAFE, pre‑priced round.

Convertible note: a debt instrument that converts to equity at a future round; typically has interest and a maturity date. Often includes a cap/discount similar to a SAFE.

Priced equity: you buy preferred shares today at an agreed valuation (term sheet with liquidation preference, pro‑rata rights, etc.).


Which to use? SAFEs/notes are fast and cheap, suited to pre‑seed/seed. Priced equity adds negotiation and legal cost but gives clearer governance and protections at seed+/Series A. As an angel, mind cumulative dilution if founders raise multiple overlapping SAFEs/notes; insist on a clean cap table and transparent modeling.