Cooley's quarterly report covers the venture financings its lawyers worked on. In Q1 2026 that was 165 deals totaling $39.9 billion.
Key figures
- 98.2% of deals had a 1x liquidation preference.
- 96.4% used non-participating preferred stock.
- Up rounds rose to 86% of deals; flat rounds fell to 2.6% and down rounds to 11.4%.
- Pay-to-play provisions rose from 6.3% to 7.3%.
- Redemption rights rose from 1.8% in Q4 to 6.1%.
- Accruing dividends fell from 3.6% to 2.4%, and recapitalizations rose from 0.9% to 1.8%.
What it means
Headline economics remain founder-friendly: a 1x, non-participating preference is close to universal. The small rise in pay-to-play and redemption rights is worth watching, because those terms matter most when a company struggles. Our guide to reading a term sheet explains each one.
Rubicon's take
Clean terms move faster when diligence is clean too. The time between term sheet and close is mostly spent confirming what the company said.
Source
Cooley, "Q1 2026 Venture Financing Report" (April 29, 2026). This post summarizes the source in our own words; figures are as reported there. Read the original for full methodology.