This private markets glossary defines the 40 terms that show up most on angel, SPV and LP statements, in one line each. Every entry links to a free calculator or a longer guide when there is one. Fund metrics follow the ILPA private-equity glossary. Bookmark it, or link to a single term with its anchor, for example /learn/private-markets-glossary#tvpi.
Returns and performance
- MOIC (multiple on invested capital)
- Total value of a position (cash returned plus current value) divided by the cash you put in. 2.0x means every dollar is now worth two. It ignores time. MOIC calculator · MOIC vs IRR
- TVPI (total value to paid-in)
- A fund-level multiple: distributions plus remaining NAV, divided by capital the LP has paid in. TVPI equals DPI plus RVPI. TVPI and DPI calculator · TVPI vs MOIC
- DPI (distributions to paid-in)
- Cash and stock actually sent back to LPs, divided by paid-in capital. The realized part of the multiple. TVPI vs DPI vs RVPI
- RVPI (residual value to paid-in)
- The fund's remaining NAV divided by paid-in capital. It moves when the GP re-marks the portfolio, not when cash moves.
- IRR (internal rate of return)
- The annualized discount rate that sets the present value of all cash flows, in and out, to zero. Unlike MOIC, it rewards speed. IRR calculator
- XIRR
- IRR for cash flows on irregular dates, which is how angel checks and capital calls actually land. XIRR calculator
- Net IRR vs gross IRR
- Gross IRR is measured on the investments themselves; net IRR is what LPs earn after management fees, expenses and carry. Net IRR vs gross IRR
- CAGR (compound annual growth rate)
- The steady yearly rate that turns a starting value into an ending value. Good for a single buy and hold; use IRR when there are multiple cash flows. CAGR calculator
- Realized vs unrealized value
- Realized value is cash or stock you have received from an exit or distribution. Unrealized value is the current mark on what you still hold.
- Mark (and re-mark)
- The value assigned to a private holding at a point in time, often reset by a new priced round or the GP's quarterly valuation. How to log a markup after a round
- Cost basis
- What you paid for a position, including fees you capitalize. MOIC and gains are measured against it. NAV vs cost basis
Startups, SAFEs and rounds
- SAFE (simple agreement for future equity)
- A contract that converts an investment into shares at a later priced round, with no interest or maturity date. SAFE conversion calculator · SAFE conversion tracking
- Valuation cap
- The maximum valuation at which a SAFE or note converts. If the next round prices higher, the holder converts as if it were at the cap. Valuation caps and discounts
- Discount rate (on a SAFE or note)
- A percentage off the next round's price per share, for example 20%. When a SAFE has both a cap and a discount, the holder usually gets whichever price is lower.
- Post-money vs pre-money SAFE
- A post-money SAFE fixes the holder's ownership as a share of the company including all SAFEs; a pre-money SAFE lets later SAFEs dilute earlier ones. Post-money vs pre-money SAFEs
- MFN (most favored nation) clause
- Lets an early SAFE or note holder adopt better terms that the company gives later investors before the round converts.
- Convertible note
- Debt that converts into equity at a later round, usually with interest, a maturity date, a cap and a discount. Convertible note calculator · Notes vs SAFEs
- Pre-money and post-money valuation
- Pre-money is the company's value before new cash; post-money is pre-money plus the new investment. Startup valuation calculator
- Dilution
- The drop in your ownership percentage when the company issues new shares. Dilution calculator
- Option pool
- Shares reserved for employee equity. A pool created or enlarged before a round dilutes existing holders, not the new investors. Option pool calculator
- Pro rata rights
- The right to invest in later rounds to keep your ownership percentage. Pro rata calculator · Pro rata rights tracking
- Liquidation preference
- The amount preferred shareholders get back before common holders in a sale, often 1x their investment, participating or not. Liquidation preference calculator
- Cap table
- The ledger of who owns what: shares, options, SAFEs and notes. Founders keep one; investors track their own slice of many. Cap table vs portfolio tracker
- 409A valuation
- An independent appraisal of a private company's common stock, used to set option strike prices. It is usually below the preferred price investors pay. 409A vs preferred price
- 83(b) election
- An IRS filing, due within 30 days of a grant of restricted stock, that taxes the stock at its value on the grant date instead of as it vests. 83(b) election tracking
- QSBS (qualified small business stock)
- Stock that can qualify for a federal gain exclusion under Section 1202 if holding period and other requirements are met. The rules depend on when the stock was issued. QSBS calculator · QSBS holding period
Funds, SPVs and LP terms
- SPV (special purpose vehicle)
- A single-purpose entity, often an LLC or LP, that pools several investors into one deal and one line on the company's cap table. SPV vs fund vs direct
- Syndicate
- A lead investor who brings deals to a group of backers, usually through an SPV per deal. Syndicate SPV tracking
- GP and LP
- The general partner manages the fund or SPV and makes the decisions; limited partners supply capital and have limited liability.
- Commitment
- The total an LP agrees to invest in a fund over its life. It is drawn down over time, not paid on day one.
- Capital call
- A notice from the GP asking LPs to wire part of their commitment. Capital call tracking · How to log an SPV capital call
- Paid-in capital
- The part of a commitment an LP has actually transferred so far. It is the denominator for TVPI, DPI and RVPI.
- The fund's or SPV's assets at their current marks, minus liabilities. An LP's share of NAV is the unrealized part of their position.
- Management fee
- An annual fee to the GP, often a percentage of commitments during the investment period and of invested capital after. Fee and carry tracking
- Carried interest (carry)
- The GP's share of profits, commonly 20%, paid after LPs get their capital back and any preferred return. Carried interest calculator
- Preferred return (hurdle)
- A minimum annual return, often 8%, that LPs receive before the GP earns carry. Preferred return tracking
- Distribution waterfall
- The order in which fund proceeds are paid: return of capital, preferred return, GP catch-up, then the carry split. Waterfall tracking
- Clawback
- A provision requiring the GP to return carry it was paid early if later results fall short. Clawback tracking
- Schedule K-1
- The tax form a partnership, such as a fund or SPV, sends each partner to report their share of income, gains and losses. K-1 tracking
- Secondary sale
- Selling an existing stake in a private company or fund to another buyer before an exit. Secondary sale calculator
Tracking it all in one place
These terms are spread across PDFs, portals and spreadsheets for most investors. Raziel keeps startups, SAFEs, SPVs, funds and entities in one portfolio and computes MOIC, IRR and TVPI from the cash flows you log. For more worked examples, browse the free tools or the rest of Learn.