CartaX Built Market Infrastructure for CapTables
Alessandro Chesser, former VP of Sales at Carta, on the dynamics of CartaX auctions and preparing for liquidity
Carta was built around the idea that cap table software becomes much more valuable once it turns into market infrastructure. The core bet was not just helping companies issue shares and run 409As, it was owning the ledger, the transfer workflow, the shareholder records, and the disclosures needed to let private shares trade in a controlled way. In that frame, CartaX was the capstone because it was meant to turn record keeping into recurring liquidity, price discovery, and eventually a smoother path to IPO.
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The practical difference versus older secondary platforms was vertical integration. Carta already sat on the cap table, knew the share restrictions and holding periods, ran tender offers, and acted as transfer agent, so an auction could settle directly against the system of record instead of through brokers, PDFs, and manual reconciliation.
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That is why internal interviews describe CartaX as infrastructure first, exchange second. The company view was that most private market players built a trading venue or brokerage, but not the full stack of registrar, transfer, brokerage, disclosures, and issuer controls needed to make repeated auctions work for private companies.
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The bigger ambition was to create a middle state between private and public. Regular auctions were supposed to let employees sell small portions over time, help CFOs replace misaligned shareholders without dilution, and give companies a live market price before an IPO, much like Spotify used repeated secondary trading and disclosures before direct listing.
The long arc still points toward private companies becoming more tradable before they become public. The winning platforms will be the ones that combine issuer trust with real settlement infrastructure, because once private shares can move cleanly and repeatedly, cap table software stops being back office tooling and starts looking like the foundation of a private market exchange.