Cooley reported handling 221 venture capital financings in the fourth quarter of 2025, with a total invested capital of $8.9 billion. The firm noted that deal volume declined slightly for Series Seed, B, D and higher rounds, while Series C deal volume doubled compared to the previous quarter. Despite this increase in certain series, overall invested capital dropped significantly from Q3, partly due to the absence of a large late-stage technology deal that had closed earlier.
Invested capital rose for Series Seed, B and C deals in Q4. Series C experienced the largest jump in invested capital, increasing from $466.5 million in Q3 to $1.4 billion in Q4.
Median pre-money valuations went up for Series A, B and C rounds but fell for Series Seed as well as D and higher rounds. The median pre-money valuation for Series C increased from $175 million in Q3 to $367 million in Q4. For Series D and higher rounds, the median valuation decreased from $1.3 billion to $800 million over the same period. Deals with pre-money valuations above $100 million made up a larger share of activity—rising from 36% in Q3 to 39% in Q4.
The proportion of up and flat rounds grew during the quarter; up rounds accounted for 79.7% of deals and flat rounds for 7.4%, while down rounds fell to 12.8%. In comparison, up rounds were at 77.3%, flat at 3.3%, and down at 19.3% during Q3.
Recapitalization deals dropped from 3% in Q3 to under one percent (0.9%) in Q4; pay-to-play provisions also became less common, decreasing from nearly ten percent (9.9%) of deals last quarter to just over six percent (6.3%). Liquidation preference structures remained favorable toward companies: most deals (98%) had a “1x” liquidation preference and nonparticipating preferred stock was present in 96% of cases.
Redemption provisions appeared less frequently than before—falling from 4.3% last quarter to only 1.8%. Meanwhile, accruing dividends saw a slight uptick—from three percent last quarter to about three-and-a-half percent (3.6%).
According to PitchBook’s Global League Tables for the third quarter of 2025, Cooley was ranked as the top law firm both globally and within the United States for representing companies raising venture capital—a position it has held consecutively for more than five years (https://pitchbook.com/news/reports/2025-annual-global-league-tables). PitchBook also placed Cooley first nationally across several categories including venture financings, IPOs, M&A transactions and private equity work.
In addition, LSEG’s Global Venture Capital Review covering January through September named Cooley as number one based on deal count both for representing companies raising venture capital and those involved with private equity transactions (https://www.lseg.com/en/data-analytics/financial-markets-insights/deals-intelligence).
Tech company venture financing activity slowed: there were only 108 tech company financings reported by Cooley this past quarter compared with 125 previously; invested capital also declined sharply—from $21.1 billion last quarter down to $5.5 billion now—with average deal size falling accordingly ($169 million vs $50.6 million).
Life sciences companies saw increases both in deal volume (from fifty reported deals worth $2.2 billion rising slightly to fifty-five worth $2.4 billion) but average reported deal sizes dipped marginally ($43.1 million vs $43.5 million). The use of tranches among life sciences financings decreased modestly—from twenty-six percent previously down just below twenty-four percent this past quarter.
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