Private secondaries require human judgment
Hari Raghavan, ex-COO of Forge, on late-stage investing and facilitating secondary sales
Private share trading stays human because every transaction is really a custom negotiation with the issuer, not just a price match between two screens. The hard part is not finding someone who wants to buy or sell. It is figuring out whether the company will approve the transfer, whether a ROFR will be waived or exercised, whether a forward or fund structure is needed, and whether the buyer, seller, and issuer can all live with the cap table and disclosure consequences.
-
The market has never worked like a normal exchange. Direct secondary trades often take 3 to 6 months because parties must work through stock certificates, transfer restrictions, ROFRs, cap table updates, and board or company approvals. That is why software can streamline workflow, but not eliminate judgment.
-
Different platforms exist because the friction sits in different places. Forge was built around workarounds like forward contracts when transfers were blocked. EquityZen uses fund structures so one vehicle, not dozens of buyers, lands on the cap table. Carta and Nasdaq Private Market lean issuer centric because companies want control over who gets in.
-
The real bottleneck is fragmentation across issuers, brokers, SPVs, and investor types. EquityZen describes supply and demand splintering across individuals and institutions, while Carta argues issuers need fuller disclosures and tighter control. That leaves matching as a brokerage style job of packaging the right buyer, structure, size, and timing for each company.
The market is heading toward more software, more standardization, and fewer one off intermediaries, but not toward full autopilot. As issuers settle on a smaller set of acceptable structures and recurring liquidity programs become more common, platforms will automate more of the paperwork and price formation. The scarce asset will remain trust and judgment at the company boundary.