Virtual Data Room Feature Checklist 2025: What Buyers Demand (and What Vendors Waste Time On)

Most people shopping for a virtual data room (VDR) think they know what matters — encryption, permissions, access control. But once you actually build or use one, reality surprises you.

As the founder of Peony, I've seen it firsthand. Some "must-have" features never get used. Others, which seemed trivial, turn out to be absolute deal-breakers.

Here's a candid breakdown of what buyers really want in 2025 — and which features vendors waste their time building.

1. The Underrated Features Buyers Secretly Love

Screenshot Protection

Turns out people care a lot about preventing screenshots. Even though anyone could still take a photo with their phone, teams love knowing that screenshots are blocked at the system level. It sends a message: this platform takes security seriously.

According to G2's virtual data room reviews, screenshot protection consistently ranks as a top security feature that buyers specifically request. And for those phone photos? That's where dynamic watermarking comes in (more on that soon).

CSV Import for Recipients

We assumed users would share with maybe a dozen recipients per deal. Wrong. Many customers handle hundreds of recipients — investors, advisors, partners — and manually adding each email is torture. A clean CSV import for user lists has become one of our most-used features.

This is especially critical for fundraising rounds where you might be sharing with dozens of VCs, angels, and advisors simultaneously. Lesson: scalability matters even for something as simple as sharing a link.

Menu Options Instead of Right-Clicks

When we first launched, most interactions relied on right-click menus. Bad idea. A shocking number of users simply never discovered them. After a flood of support emails, we added visible menu buttons everywhere. Engagement shot up.

This is particularly important for M&A transactions where external parties need to navigate your data room without training. Not everything that feels "clean" to designers feels obvious to users.

2. The Non-Negotiable Features Every Buyer Now Demands

Dynamic Watermarking

This is the gold standard of data-room security in 2025. Instead of adding a static watermark during upload, Peony generates it live each time a document is opened — embedding the viewer's email, IP address, and timestamp directly into the file.

According to PwC's 2024 M&A Security Report, document leaks cost companies an average of $4.45 million per incident. If anything leaks, you can trace it instantly. It's not just protection — it's a deterrent.

NDA Gating

Before someone even enters your data room, you can require them to agree to an NDA. It's simple, automatic, and gives both sides peace of mind. Sensitive deal documents, fundraising decks, or investor reports all feel safer behind a clear legal gate.

This is especially crucial for startup fundraising where you're sharing sensitive financial projections and strategic plans with potential investors.

In-Depth, Page-by-Page Analytics

This is where good platforms separate themselves. You want to know who viewed your docs, what they read, for how long, and from where. If a link is opened by an unknown email or odd location, you can flag a potential leak instantly.

Peony's analytics go beyond basic access logs to show you exactly which sections of your pitch deck or financial model are getting the most attention. Analytics aren't just vanity metrics — they're situational awareness that helps you prioritize follow-up conversations.

3. The "Nice-to-Haves" That Turned Out to Be Wastes of Time

Even with the best intentions, not everything lands.

AI Document Generator

We built one to auto-create NDAs and financial templates. Nobody used it. Turns out most professionals already have templates they trust from their legal teams or previous deals. "AI for AI's sake" doesn't move the needle when people have established workflows.

Preview Mode

Half a week of engineering work later, and… crickets. People don't need a separate preview button. They just open the document directly in their browser or download it.

Sometimes simplicity wins over feature complexity.

Multiple-Version Sharing

One client swore this was essential for their M&A process. We built it. They never touched it. Moral of the story: one user's urgent feature isn't always a universal need, even when it sounds logical.

4. Lessons for Buyers and Builders

  • Usage beats assumptions. Ask users what they need — then check what they actually use through analytics and user feedback.
  • Security and traceability sell. Features like dynamic watermarking, NDA gating, and comprehensive analytics consistently close deals.
  • Design for clarity, not cleverness. Visible actions beat hidden gestures every time, especially for external users who haven't been trained on your platform.
  • Don't chase noise. Just because a feature sounds "smart" doesn't mean people will click it. Focus on solving real problems that users face daily.

5. The Bottom Line

When evaluating data-room software in 2025, focus on these three pillars:

  1. Controldynamic watermarking, granular permissions, and NDA gating that actually work.
  2. Visibility — real-time analytics and access alerts that help you understand what's happening.
  3. Ease of use — quick setup, simple sharing, and no UX friction for external users.

Everything else? Probably fluff that sounds impressive but doesn't move the needle.

According to Capterra's 2024 VDR Buyer's Guide, companies that focus on these core features see 40% faster deal completion times compared to those using feature-heavy platforms.


Ready to see these features in action? Peony combines all the essential features with the underrated ones that actually matter — built specifically for modern deal-making workflows. Start your free trial and experience the difference.