About Stack & Scale Journal

Stack & Scale Journal explains startup mechanics for first-time US founders: C corp formation, 83(b) elections, SAFEs, cap tables, term sheets and Series A.

Founders sign a stack of documents between incorporation and a Series A, and most of those documents get read closely for the first time only after something has gone wrong. Stack & Scale Journal explains them before they are signed: what each clause says, what it does to the cap table and which deadline cannot be missed.

Coverage by stage

StageWhat the site explains
Day zeroDelaware C corp formation, founder stock, vesting schedules, 83(b) elections, IP assignment
Pre-seed and seedSAFEs and convertible notes, valuation caps, discounts, pro rata rights, dilution math
Running the companyOption pools, 409A valuations, board consents, investor updates, Delaware franchise tax
Series ATerm sheets clause by clause, liquidation preferences, protective provisions, data rooms

The house style

Every calculation shows its inputs. If an article models a $10 million post-money cap, it says so, walks through the conversion and leaves room for readers to swap in their own figures. The site does not quote market “averages” for valuations or option pools, because those numbers rarely say where they came from.

Primary documents carry the weight: the Y Combinator SAFE templates, the NVCA model legal documents, IRS forms and instructions, and the Delaware Division of Corporations.

The audience

First-time founders of US C corporations, from the week before incorporation to the first priced round. Early employees and operators who are handed a cap table and asked to keep it straight read it too.

Explanation, not advice

The articles explain how standard documents generally work. They are not legal, tax or investment advice, and they cannot account for the specifics of any one company. A startup lawyer and an accountant should review anything that will be signed or filed.

Outside the scope

LLC formation, business bank accounts and payroll are left to other publications. So is fundraising hype: investor leaderboards, pitch tips without numbers and unicorn origin stories.

How the site is paid for

Advertising and labeled sponsored articles from companies that serve founders, such as cap table software and data-room tools. Sponsors have no say over editorial conclusions; the editorial policy sets out the rules.

Questions and corrections go to editorial@stackandscalejournal.com.