Liquidity as Compensation Infrastructure

Diving deeper into

Carta and the future of liquidity

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A company that's private for 12 years no longer has a standing to say, "We're not going to allow this."
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This is really a claim about how late stage private companies stop being pure founder projects and start becoming labor markets with debts to the people who built them. Once a company is large, mature, and still private after roughly seven to 12 years, equity is no longer just a future promise. It becomes delayed pay. That is why recurring tenders at companies like SpaceX, Stripe, Airbnb, and Uber matter, they turn paper wealth into something employees can actually use without forcing an IPO.

  • The practical issue is not abstract. Employees at long lived private companies hit house purchases, medical bills, option exercise taxes, and family needs while most of their net worth sits in illiquid stock. In that setting, blocking sales protects cap table control, but pushes the real financial burden onto workers.
  • The market has already moved in this direction. Company sponsored tender offers became the main driver of private share liquidity, and the broader private secondaries market reached about $30B a year in 2020. This is the middle ground between staying fully private and going public.
  • The catch is that today’s tenders often solve access but not fairness. In a study of 64 tenders totaling more than $3B, 83% were priced at or below the last round, and average participation was 37%. Employees get a liquidity window, but often at a discount that benefits existing investors more than staff.

The next phase is policy, not one off exceptions. The companies that win talent while staying private longest will be the ones that treat liquidity like compensation infrastructure, with predictable windows, clear sell limits, and better price discovery. That is how a private company starts acting like a durable institution instead of asking employees to wait indefinitely.