Carta as infrastructure not broker

This is a choice to be the plumbing, not the salesperson. Carta can still move shares because it controls the cap table and transfer workflow, but once it starts calling sellers and matching buyers it is no longer just helping issuers keep records clean, it is competing for trust with the same companies whose equity data it safeguards. In this market, trust with issuers matters more than broker fees.

• The private secondary market is still mostly broker led. Most trades still happen through emails, calls, and negotiated blocks, not through software alone. That makes the broker the natural party to own the messy work of finding buyers, negotiating price, and handling off market demand that issuers do not want to manage themselves.
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• Carta still sits in the critical path because settlement is different from solicitation. Its cap table system, transfer agent role, and tender workflows let it verify who owns what, apply transfer restrictions, calculate tax and holding period details, and update the ledger after a deal closes, even if another party sourced the trade.
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• That split mirrors how the market has evolved more broadly. Issuer centric platforms win on control and clean administration, while brokers and marketplaces win on distribution and buyer access. Trying to do both in one motion creates the exact conflict that scared issuers in the first place.
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The next phase is a more modular private market stack. Brokers and marketplaces will keep owning demand generation, while the system of record owns permissions, transfer, and compliance. If that division holds, Carta becomes more central as infrastructure even while stepping back from acting like a broker.