[lutorm]

Why isn't the relevant number the valuation per share? (which they have to tell you, because that's information for your tax return, right?)

In other words, if I have an option for N shares that are currently valued at $X, why do I care whether N is 10% or .0001% of the company. The "value" of the grant is the same in either case, no?

[kwang88]

My understanding is that the valuation per share (at least, the valuation that matters for tax purposes) should depend on the 409A evaluation of the company, which determines the current price of shares in the eyes of the IRS. In some cases, especially if e.g. you're pre-revenue or nearly so, this number will be much lower when compared to the valuation per share that you'd see in an acquisition or subsequent funding round, both of which would presumably price in your potential future growth much more aggressively.

The net result is that generally speaking the number given by your 409A would seem low compared to the "true" price of the shares, and make it a weak recruitment tool.

(If this assessment is wrong I'd definitely be interested to hear to learn more)

As an aside -- unscrupulous companies can always quote inflated per-share prices based on extremely optimistic valuations e.g. "we're at least 10x the last round of funding -- your options are worth $500k!" So generally speaking, watch out.