McKee-Whipple v. Whipple

CourtCourt of Appeals of North Carolina
DecidedFebruary 18, 2026
Docket25-201
StatusUnpublished
AuthorJudge Julee Flood

This text of McKee-Whipple v. Whipple (McKee-Whipple v. Whipple) is published on Counsel Stack Legal Research, covering Court of Appeals of North Carolina primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
McKee-Whipple v. Whipple, (N.C. Ct. App. 2026).

Opinion

An unpublished opinion of the North Carolina Court of Appeals does not constitute controlling legal authority. Citation is disfavored, but may be permitted in accordance with the provisions of Rule 30(e)(3) of the North Carolina Rules of Appellate Procedure.

IN THE COURT OF APPEALS OF NORTH CAROLINA

No. COA25-201

Filed 18 February 2026

Wake County, No. 22CVD005293-910

CORI MCKEE-WHIPPLE, Plaintiff,

v.

DAVID WHIPPLE, Defendant.

Appeal by defendant from orders entered 30 August 2024 and 25 September

2024 by Judge Rhonda Young in Wake County District Court. Heard in the Court of

Appeals 29 January 2026.

Tortora Family Law, by Carrie B. Tortora, for plaintiff-appellee.

Sandlin Family Law Group, by Deborah Sandlin, for defendant-appellant.

FLOOD, Judge.

Defendant David Whipple (“Husband”) appeals from the trial court’s orders on

equitable distribution and his Rule 60(b)(5) motion. On appeal, Husband argues the

trial court abused its discretion in, first, its valuation and distribution of certain stock

assets in the equitable distribution order, and second, denying his Rule 60(b)(5)

motion without considering evidence of the post-hearing valuation of the stock. Upon

review, we affirm the trial court where the trial court reasonably valued the stock at MCKEE-WHIPPLE V. WHIPPLE

Opinion of the Court

issue, acted within its discretion in the stock’s distribution, and denied Husband’s

Rule 60(b)(5) motion on sufficiently reasoned grounds.

I. Factual and Procedural Background

After experiencing marital difficulties and separating from Husband on 27

September 2021, Plaintiff Cori McKee-Whipple (“Wife”) filed a complaint on 2 May

2022 against Husband, requesting, inter alia, equitable distribution of Husband and

Wife’s marital property. The trial court held an equitable distribution hearing on 22

May 2023; during the hearing, Wife presented evidence as to the valuation of certain

marital property, namely, common stock in Measured Analytics, a privately held

cyber insurance business Husband co-founded.

The evidence consisted, in relevant part, of the testimony of Gary Gerlach, a

business valuation specialist testifying for Wife, and a 409A Valuation of Measured

Analytics by Carta Valuations, LLC, a business valuation firm that had assessed

Measured Analytics as of 1 September 2021. Gerlach testified that, pursuant to Wife’s

request, he had reviewed the Carta Valuations report and conducted independent

research in the documents contained therein. He testified that Carta used a valuation

method known as the “Backsolve Method,” which is considered to be “the most

reliable indicator of value of an early[-]stage enterprise[.]” He also testified that a

“409 [v]aluation determines the fair market value of common stock in a private

company to set the exercised price of an employee’s stock option.” Finally, Gerlach

testified that the Carta Valuations report placed the value of the common stock of

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Measured at 44 cents per share, and that this ultimate valuation was half of what

the estimated value would have been were it not for Measured’s privately held status

and lack of marketability.

On 8 August 2023, the trial court entered an order on equitable distribution,

which was amended twice before reaching its final state on 30 August 2024—the

version of the equitable distribution order Husband now challenges on appeal. In the

amended order, the trial court made, in relevant part, the following findings of fact:

33. During the marriage [Husband], with co-founder Jack Vines, started business that is startup business in the technology business offering cyber insurance and risk analysis. This business is incorporated in the state of Delaware as Measured Analytics and Insurance, Inc[.] . . . . [Husband] owns 15.8177% of Measured Analytics which is held in fully vested common stock. [Husband] holds 2,160,000 shares of fully vested common stock in Measured Analytics that are marital.

34. The headquarters of Measured Analytics is in Utah.

35. [Husband] and Mr. Vines together own 33% of Measured Analytics. [Husband] is a key employee of Measured Analytics.

36. [Husband] is the Chief Technology Officer of Measured Analytics and is on the board of the company. [Husband] travels to Utah for board meetings and will stay with Mr. Vines while in Utah for meetings.

37. For the past several years, Measured has hired independent appraisers, Carta Valuations, LLC . . . , to value the company’s stock by way of 409A valuation. Specifically, Measured had 409A valuation report prepared dated September 24, 2021 (valuation date September 1,

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2021, . . . which was approximately one week prior to the parties’ separation.

38. Gary Gerlach testified on behalf of [Wife]. Mr. Gerlach is Director in Forensics, Valuation and Litigation Support at Elliott Davis, regional CPA firm. Mr. Gerlach’s role at Elliott Davis is to value closely-held or privately-owned companies, which he has been doing for 30 years. Mr. Gerlach reviewed the 409A valuation prepared by Carta, as well as financial statements and tax returns of Measured, accounts receivable aging reports, the Restricted Stock Purchase Agreement, and other documents produced by Measured included in the “Series Seed 2 Financing Binder.” In addition, Mr. Gerlach performed research, including review of the Valuation of Privately-Held Company Equity Securities Issues as Compensation Accounting & Valuation Guide published by the [American Institute of Certified Public Accountants], as well as various publications in the BV field regarding the use of Option Price Modeling (OPM) in early-stage valuations. Mr. Gerlach testified that the methodology used by Carta to value the common equity of Measured (backsolve method in conjunction with OPM) is commonly used to value the equity of early-stage technology companies. He further testified that a 409A valuation is an independent appraisal of the fair market value (FMV) of private company’s common stock on the date of issuance, and the purpose of 409A valuation is to determine the FMV of equity in private company. Carta used the Fair Market Value standard in its 409A valuation. Mr. Gerlach testified that based on his expertise and research, the backsolve method used by Carta is the most reliable indicator of value of an early-stage enterprise if relevant and reliable transactions have occurred in the enterprise’s equity securities. The formula was based on the Series Seed 2 preferred stock financing infusing $7 million of preferred stock at $2.12 per share in July 2021. Based on this financing, Carta backsolved the entire equity of Measured Analytics and then allocated this value among its various types of equity (preferred stock, common stock and stock options) using OPM.

-4- MCKEE-WHIPPLE V. WHIPPLE

39. Per the 2021 Carta report, the value of Measured common stock was $.44 on the date of separation. Per the capitalization table produced by Measured, [Husband]’s shares of common stock in Measured at the date of separation were 2,160,000, yielding total value of $950,400.00 for [Husband]’s Measured stock on the date of separation. However, the 409A valuation dated 9/1/2022 dropped to $0.35 per share. Thus, the total value of [Husband]’s shares would be $756,500.00 according to the more recent valuation.

40.

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