Newco Inc.

Series A Preferred Stock Financing

Post-Money Capitalization Table

Pre-Money Valuation:

Amount of Series A Investment:

Series A Price Per Share:

Shares

COMMON STOCK:

Fran Founder

Carl Cofounder

TOTAL COMMON STOCK:

Option Pool (Total)

NB: If you have no option plan and none is required in the termsheet, this will be ZERO.

Total grants

Option Grants

Stock Grants

Options left for future employees

TOTAL PRE-MONEY

NB: This is the "pre-money fully diluted capitalization" of the Company.

SERIES A INVESTMENT:

Series A Investors

Series A Warrants

NB: If there is no warrant coverage (as might come with a bridge note), then this will be ZERO.

TOTAL POST-MONEY

NB: This is the "post-money fully diluted capitalization" of the Company.

Newco Inc.

Series A Preferred Stock Financing

Ownership interest in the Company

Post-Money Capitalization Table

Pre-Money

Post-Money

Percentage

Value

Percentage

Value

Pre-Money Valuation:

Amount of Series A Investment:

Series A Price Per Share:

Shares

COMMON STOCK:

Fran Founder

Carl Cofounder

TOTAL COMMON STOCK:

Option Pool (Total)

Total grants

Option Grants

Stock Grants

Options left for future employees

TOTAL PRE-MONEY

SERIES A INVESTMENT:

Series A Investors

Series A Warrants

TOTAL POST-MONEY

Newco Inc.

Series A+B Preferred Stock Financing

Post-Money Capitalization Table

SERIES A FINANCING

Pre-Money Valuation:

Amount of Series A Investment:

Series A Price Per Share:

Shares

COMMON STOCK:

Fran Founder

Carl Cofounder

TOTAL COMMON STOCK:

Option Pool (Total)

Total grants

Option Grants

Stock Grants

Options left for future employees

TOTAL PRE-MONEY

SERIES A INVESTMENT:

Series A Investors

Series A Warrants

TOTAL POST-MONEY (Series A)

SERIES B FINANCING

Pre-Money Valuation:

Amount of Series B Investment:

Series B Price Per Share:

Shares

COMMON STOCK:

Fran Founder

Carl Cofounder

Series A investors

Series A Warrants

TOTAL COMMON STOCK:

Option Pool (Total)

Total grants

Option Grants

Stock Grants

Options left for future employees

TOTAL PRE-MONEY

SERIES B INVESTMENT:

Series B Investors

TOTAL POST-MONEY (Series B)

Newco Inc.

Series A Preferred Stock Financing

Post-Money Capitalization Table

Pre-Money Valuation:

Amount of Series A Investment:

Series A Price Per Share:

Shares

COMMON STOCK:

Fran Founder

Carl Cofounder

TOTAL COMMON STOCK:

Option Pool (Total)

NB: If you have no option plan and none is required in the termsheet, this will be ZERO.

Total grants

Option Grants

Stock Grants

Options left for future employees

TOTAL PRE-MONEY

NB: This is the "pre-money fully diluted capitalization" of the Company.

SERIES A INVESTMENT:

Series A Investors

Series A Warrants

NB: If there is no warrant coverage (as might come with a bridge note), then this will be ZERO.

TOTAL POST-MONEY

NB: This is the "post-money fully diluted capitalization" of the Company.