Controlled Employee Liquidity Programs

Diving deeper into

Q&A with Balthazar de Lavergne and Mathias Pastor at Semper

Interview
The volatility in the public markets pushes companies to let their employees de-risk a little while they’re still at the top
Analyzed 4 sources

This is really a pricing and retention move, not a generosity move. When late stage companies think public comps may fall, they would rather let employees sell a small slice while the private price is still high than force them to wait for a weaker market later. That lowers concentration risk for employees, keeps them focused, and gives the company a reason to run a more organized process with tighter control over who sees financials and who can buy.

  • Employee liquidity becomes more important only once companies are already large and older. Across secondaries, employee selling does not become a major share of transactions until companies reach roughly $310M post money, and 75% of employee transactions happen after $160M. That is when paper wealth is large enough to create real life pressure.
  • Company sponsored tenders are often underpriced if they are run with a narrow buyer set. In one dataset of 64 tender offers totaling more than $3B, 83% were priced at or below the last round and average participation was 37%. Opening the process to more investors and sharing more information is how companies try to push bids up.
  • The market has shifted away from shadow trading toward issuer controlled frameworks. The old Facebook era showed what companies fear, random buyers, thin pricing, and cap table chaos. Newer systems from issuer centric players give companies data rooms, buyer vetting, and aggregation of outside investors into a single line item, which makes selective disclosure and control practical.

The next step is a more regular cadence of controlled secondary windows at mature private companies. As firms stay private longer, liquidity programs will increasingly look like a halfway house between private and public markets, with recurring disclosures, recurring auctions, and enough price discovery to support recruiting, retention, and eventually a smoother path to IPO or direct listing.