Private Stock Trades Remain Bilateral
Javier Avalos, co-founder and CEO of Caplight, on building synthetic derivatives of private stock
The key constraint in private stock is not finding interest, it is getting one specific buyer and one specific seller to agree to the same trade at the same time. That is what bilateral means here. Unlike a public exchange where many bids and asks sit in one order book and trades clear continuously, private secondaries still run as one off negotiated matches, usually through brokers, with issuer approvals, transfer restrictions, and manual settlement layered on top.
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In practice, a broker hears from one client that wants exposure to a company, then hunts through relationships to find another client willing to sell that same block. The trade only exists if that exact cross happens. Tech can speed up price discovery, but it does not remove the need for a matched counterparty.
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This is why private markets remain slower and more failure prone than public ones. After price is agreed, shares still need company signoff, ROFR checks, paperwork, and ledger updates. Private share transfers can take months, and that time creates deal risk because either side can lose interest or hit a new constraint before settlement.
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Different platforms attack different pieces of this bottleneck. Forge and EquityZen help source and structure transactions, Nasdaq Private Market and Carta focus on issuer controlled tenders and record keeping, and Zanbato connects broker dealers. Caplight's point is that synthetics can keep the bilateral match but shorten settlement because parties trade an economic contract instead of waiting on physical share transfer.
The market is moving step by step from phone calls and spreadsheets toward software, but the bilateral structure will persist until private shares trade with much deeper standardized liquidity. The next layer is not just better matching, it is infrastructure that turns private exposure into something faster to price, hedge, and settle, which is why derivatives and broker tools are becoming so central.