Basics
Does every company have a 409A valuation?
No. A 409A valuation is not a universal corporate document like a tax return or articles of incorporation.
It matters most when a private company grants stock options or stock appreciation rights and needs to establish the fair market value of its common stock on the grant date. Public companies normally have an observable market price for their shares, so they do not need the same private-company appraisal to set FMV.
A private company may not need a 409A report yet if it has never granted options and is not preparing to grant them. Paying founders cash, issuing restricted stock at formation, or operating without an equity-compensation plan does not automatically create the same valuation need. Different awards can have different tax rules, so counsel should confirm the treatment before the board acts.
Revenue and fundraising are not the deciding tests. A pre-revenue company funded with founder cash or SAFEs can need a 409A before its first option grant. A profitable private company that grants no options may not.
There is also a difference between needing a defensible FMV and being literally required to hire an outside firm. The regulations recognize more than one way to determine value, but an independent appraisal is the practical safe-harbor route most boards, auditors, and buyers expect.
Read whether a 409A valuation is legally required for that distinction, and when to get the first valuation before approving grants. The founder's guide lays out the decision in context.
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