409A Valuation Document Checklist
Three documents and three sheets, including the one that dates every grant against the window the report actually covers.
Free download · No account needed
A 409A report carries two dates and they are weeks apart. Every checklist ranking for this query lists what the appraiser wants. None of them mentions that the twelve-month safe harbour runs from the valuation date printed inside the report, not from the day the report arrived. The regulation presumes an appraisal reasonable when it was made as of a date no more than 12 months before the relevant transaction, and it names the date of grant as that transaction. So delivery lag is spent window.
Brightwater Systems is an invented Delaware company whose Series A closed in July 2025 at three dollars per preferred share. Its prior report had a valuation date of 30 September 2024, so the window closed exactly a year later. A 65,000 share grant was approved on 6 October, 371 days after that valuation date, still priced at the old 44 cent strike. The new fair market value came back at $1.15, which puts the spread on that single grant at $46,150.
Elapsed time is the other half. An appraiser sends one request list and then waits, so the whole delay collapses onto whichever item is slowest. Seventeen requests went out here. Thirteen closed inside two days from records already assembled for the startup data room checklist, and one held the report for nineteen days: monthly financials, because the books were two months behind. A register reading thirteen of seventeen complete hides which four are left, and only one of them mattered.
What's in the pack
Strike Price Impact
One row per grant with the age in days of the report's valuation date on that grant date, and the spread on any grant that fell outside it. Grants outside the window are subtotalled separately and never netted against grants inside it.
Requested Document Register
The appraiser's list with days open per row and a real owner per row, so the one item on the critical path is the top line rather than a percentage.
Assumption Summary
Valuation date, equity value and its backsolve transaction, allocation method and inputs, and the discount, each with the page it came from and what it would take to change it.
Appraiser Request Pack
The cover note and numbered index that goes back with the documents, including the two disclosures worth asking for and the section where an unresolved cap table gap gets flagged rather than smoothed over.
Report Explainer
Six steps from the cover page to the one number that sets strike prices, including how the equity value gets split between preferred and common and why the marketable figure is not the answer.
Grant Timing Note
The window, the delivery lag that eats it, the material event that ends it early, and the two carve-outs on the start-up method that a company signing a letter of intent walks straight into.
How to use it
- 1
Open in River, or download it
Take the blank Word and CSV files with no account, or install the pack in River and have the agent date your own grants against your own prior report.
- 2
Start with the prior valuation date
It is on the cover page of the last report, labelled as of, and it is not the date the file was created. Everything else on Strike Price Impact derives from it.
- 3
Date the grants before you chase documents
A grant still in draft can be repriced for free and a grant already signed cannot, so the finding that decays fastest gets done first. Board approval date, not offer letter date.
- 4
Then work the one item holding the report
Sort the register by days open. Reassign the rows whose owner cannot actually act on them, and leave the rows that are not on the critical path alone.
Frequently asked questions
Is this template free?
Yes. Three documents and three sheets download as Word and CSV files with no signup and no credit card. Edit with AI is the optional path where the agent dates your own grants against your own report and fills the register from the appraiser's list. Other packs sit in the template library.
What format are the downloaded files?
Word documents (.docx) for the Appraiser Request Pack, Report Explainer and Grant Timing Note, and CSV (.csv) for Strike Price Impact, the Requested Document Register and the Assumption Summary. They open natively in Word, Pages, Google Docs, Excel, Numbers and Sheets with no conversion.
How long is a 409A report actually good for?
Twelve months measured from its valuation date, not from the report date, so a report delivered four weeks late has ten months of usable life. A material event can also end it early: the regulation gives resolved litigation and an issued patent as examples of information a valuation failed to reflect.
Does this pack produce a 409A valuation?
No. It prepares for one and reads the one you get. The presumption of reasonableness attaches to an appraisal by someone qualified, and the regulation says significant experience generally means at least five years in business valuation, financial accounting, investment banking, private equity or secured lending.
We granted options after the window closed. What now?
The pack dates the grant, computes the spread, and names the company's own tax counsel as the owner of the answer. It stops there deliberately. What is at stake is set out in the statute, which adds 20 percent of the amount included in gross income on top of that inclusion.
Why does the discount for lack of marketability matter to a founder?
Because it sets the strike price. In the worked example a 28 percent discount turned a $1.60 marketable value into $1.15, and the plausible range around it moved the strike 24 cents. A founder who cannot name the percentage cannot say which end of that range they priced from.
When should this happen relative to a round?
After the round closes, because the priced round is usually what the appraiser backsolves to. Reconcile the register first with the startup cap table template and price outstanding convertibles with the SAFE and note conversion model. If a bridge preceded the round, its conversion and the pool top-up it forced are counted in the bridge round dilution model.
Find out how many days of your window are left
Download the blank pack as Word and CSV files, or open it in River and send one line per grant. It dates every one against the report it was priced from.
Edit with AI