409A is lower because preferred shares have more rights over common shares. Employees want that number to be lower, to enjoy greater gains and lower exercise co

409A is lower because preferred shares have more rights over common shares. Employees want that number to be lower, to enjoy greater gains and lower exercise costs. In any case, as a company approaches an IPO event, the spread between common and preferred disappears. None of this is particularly controversial. Here's actual data for those curious: https://www.theinformation.com/comparing-common-stock-valuations-in-private-tech https://www.theinformation.com/comparing-common-stock-valuat...