Dagster Labs, Inc. - formerly Elementl - is a Delaware-incorporated data orchestration company founded in 2018 by Nick Schrock, the creator of GraphQL at Facebook.
The Dagster open-source framework is an asset-aware orchestrator for data and ML pipelines, positioned as a modern alternative to Apache Airflow with first-class typed assets, software-defined assets, observability, and integration with dbt, Snowflake, Databricks, Spark, and the wider modern data stack.
The commercial product, Dagster+, is a managed cloud that adds branching deployments, observability, alerting, and SOC 2 controls on top of the OSS core. Operational headquarters are nominally in San Francisco with a fully remote engineering team. Dagster Labs raised a 33 million US dollar Series B led by Sequoia in 2022, bringing total funding to roughly 55 million US dollars.
Customers include Mailchimp, Etsy, Empirico, and a long tail of data-engineering teams. The legal entity is Dagster Labs, Inc., a Delaware C-Corporation registered in 2018.
Dagster is a quintessential open-core data-infrastructure Delaware C-Corp, with a structure that has become standard for data-orchestration, ELT, and modern-data-stack peers (Prefect, Mage, Airbyte). The OSS core - the dagster Python package, dagit, dagster-graphql - is released under the Apache 2.0 license and accepts external contributions through a Developer Certificate of Origin.
The commercial product, Dagster+, is closed source and sold by seat and usage.
The capital stack is conventional Delaware: pre-seed SAFEs in 2018-2019, priced Series A led by Index Ventures in 2020, priced Series B led by Sequoia in 2022. Each priced round issued a new series of convertible preferred stock with 1x non-participating liquidation preference, weighted-average anti-dilution, pro rata rights, and standard NVCA voting/IRA/ROFR documentation.
The option pool was refreshed at each priced round; common holders bear dilution pre-money.
The 409A valuation is refreshed annually and after each material round, with common priced at a 25-35 percent discount to the latest preferred for a Series-B-stage company. Dagster does not have super-voting founder shares - the company is mid-stage and has not pre-positioned for an IPO.
Open-core licensing is the central commercial-defense decision: the choice of Apache 2.0 (rather than AGPL or BSL) maximizes adoption among enterprises that cannot accept copyleft licenses, but it also leaves the door open for cloud providers to offer competing managed Dagster, which is why the proprietary Dagster+ control plane is the actual moat.
Trademarks on the Dagster wordmark and logo are USPTO-registered to Dagster Labs, Inc.
Delaware is the right legal home: every Sequoia and Index check on the cap table writes preferred-stock terms assuming Delaware default rules; the Chancery court has decided every preferred-stock dispute imaginable; QSBS Section 1202 requires a domestic C-Corporation; and the eventual exit will be cleaner from a Delaware C-Corp than from any alternative.
Use post-money SAFEs for pre-seed and seed checks under roughly 5 million US dollars total - same as proprietary peers. SAFEs convert at the next priced round at the better of cap or discount. Dagster followed this pattern: SAFEs at pre-seed, priced Series A led by Index. The open-core posture does not change SAFE mechanics, only the commercial-defense story told to investors.
Stacking too many SAFEs can produce surprising dilution at the Series A, so model conversion against multiple scenarios.
Open-core companies need to raise venture to fund the proprietary commercial layer that monetizes the OSS, and US venture requires Delaware. The Chancery court has the deepest preferred-stock case law, the General Corporation Law's exculpation clause shields directors from duty-of-care breaches, QSBS Section 1202 requires a domestic C-Corp, and the NVCA model documents assume Delaware default rules.
Wyoming's LLC privacy is irrelevant after the first priced round.
Apache 2.0 maximizes enterprise adoption (most large companies cannot accept copyleft licenses) but leaves cloud providers free to offer competing managed services. AGPL closes the SaaS loophole and forces cloud providers to release their modifications, but slows enterprise adoption because corporate legal teams reject AGPL by default.
BSL (Business Source License) is a middle ground - prohibits commercial use for a fixed term before converting to Apache 2.0, used by HashiCorp and CockroachDB. The Delaware C-Corp structure is unaffected by license choice; only the moat changes.
Four-year vesting with a one-year cliff is universal. Double-trigger acceleration on change of control - acquisition plus involuntary termination within 12 months - is the standard Sequoia term sheet. 83(b) elections within 30 days of restricted stock issuance remain mandatory.
Repurchase rights at fair market value let the company reclaim unvested shares if a founder departs; these rights are non-negotiable in any Sequoia-led round and continue through and beyond the Series B.
