The 30-Day Post-Round Compliance Checklist for Startup CFOs

The round closed. Now the compliance clock starts.

The wire hit your account. The board expanded. The press release went out. The fundraise is done — but the compliance work is just starting. Closing a funding round triggers a cascade of corporate, securities, tax, and equity compliance tasks. Miss one and it surfaces during your next raise, your first audit, or an M&A transaction.

The 409A valuation is the linchpin of this cascade. Here's why: until the new 409A establishes the post-round FMV of your common stock, you cannot compliantly grant new options. Your old strike price is stale — the round is a material event under Treasury Reg §1.409A-1(b)(5)(iv)(B)↗. Every day without the updated valuation is a day option grants are blocked. For a company that just raised specifically to grow the team, that delay is operationally painful.

The 30-day checklist

Here's what needs to happen in the 30 days after closing, in the order that matters:

1. File the amended certificate of incorporation. Your counsel files the restated charter with the Delaware Secretary of State (or equivalent). This document defines the new preferred class, its rights, and its place in the capital structure. The 409A appraiser needs this to model the equity allocation.

2. Update the cap table. Reflect the new preferred share issuance, any option pool increase (most rounds expand the pool), and any SAFE or note conversions triggered by the round. Reconcile the cap table against the signed closing documents. Discrepancies between your cap table and your charter are the #1 source of delays in the 409A process. (See Series A Just Closed for what specifically changes.)

3. File required securities filings. Form D with the SEC (within 15 days of first sale of securities). State blue sky notices as required by your counsel. These are separate from the 409A but run on parallel timelines.

4. Obtain the updated 409A valuation. Submit the updated documents to your appraiser: amended charter, updated cap table, signed SPA, and current financials. The appraiser uses the backsolve method to derive the new common stock FMV from the round price. (See Backsolve Explained for how this works.)

5. Board adopts the new FMV and authorizes grants. The board consent references the 409A report, states the concluded FMV per common share, and authorizes specific grants under the equity incentive plan. This is the step that unlocks option grants.

6. Update stock-based compensation calculations. If the company has financial reporting obligations (typically Series B+ or any audited company), the stock-based compensation expense under FASB ASC 718↗ needs to be updated. The 409A provides the current stock price input. If options were granted between the old and new 409A, the expense must be interpolated — the method (linear or event-based) depends on whether a material milestone occurred between valuations and must be documented for the auditor.

7. Issue option agreements at the new strike price. With the FMV adopted and grants authorized, you can now issue option agreements to new hires and existing employees receiving additional grants. The strike price comes from the 409A. The board resolution authorizes it. The option agreement memorializes it.

Where the 409A sits in this cascade

Steps 1–3 involve your counsel and are typically completed within the first two weeks. Step 4 — the 409A — is the bottleneck. Traditional providers take 3–6 weeks from engagement. That means Steps 5–7 can't happen until Week 5 or later.

With a 48-hour provider, the timeline compresses dramatically. If you submit closing documents on Day 1, the 409A is delivered by Day 3. The board adopts FMV on Day 4. Grants start going out by the end of the first week.

For a company that just raised to hire aggressively, the difference between "grants start Week 1" and "grants start Week 6" is five weeks of delayed offers, frustrated candidates, and stalled onboarding.

The ASC 718 wrinkle

If your company is audited or anticipates an audit (typically Series B and beyond), the post-round 409A has an additional dimension: it provides the stock price input for the ASC 718 practical expedient↗. Your auditor will check that the 409A supports the stock compensation expense on your income statement.

If grants were issued between the old and new 409A dates, the per-share value for ASC 718 purposes must be interpolated. Two methods exist: linear interpolation (straight-line between the two valuations) and event-based interpolation (attributing the entire value change to the round close date). The method must be consistently applied and documented — the auditor will ask.

Express 409A annual plan subscribers have their prior engagement data already loaded in a persistent portal. Post-round, you upload the closing documents and updated cap table — the refresh builds on the existing data, not from scratch. As-needed refreshes mean you're never waiting for a scheduled engagement window. Close on Monday, submit on Tuesday, new 409A by Thursday. The compliance cascade runs on your timeline, not the provider's.