Employee-First Private Secondaries
Dave Thornton, co-founder of Vested, on unlocking startup employee equity
The winning path in private secondaries is likely to start employee first, then consolidate into company sanctioned infrastructure. Employee centric models win early because they solve an urgent, repeated problem for people facing option exercise deadlines, tax bills, or concentration risk, while company centric models are slower because every program is a bespoke B2B process that competes with a CFO’s other priorities. Investor centric models matter, but capital is already abundant, so demand from buyers is less scarce than supply from sellers and issuer cooperation.
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Issuer centric platforms like Nasdaq Private Market and Carta are strongest once a company is mature enough to run tenders and wants cap table control, price discovery, and prep for IPO. Nasdaq facilitated $4.8B across 87 programs in 2019, and Carta’s edge is that its cap table system of record makes transfers and reconciliations easier.
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Employee centric firms like Vested, Secfi, EquityBee, and parts of Forge win where companies are not yet organized for formal liquidity. Vested focuses on smaller, earlier stage deals and ex employees in the 90 day post termination window, which is exactly the segment least likely to get help from a formal company tender and most likely to need a fast answer.
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These companies are often partners more than direct substitutes. Augment explicitly places Vested with the employee sourcing cohort, CartaX and Nasdaq with company run liquidity events, and Zanbato with institutional investor trading. Caplight also frames Carta and Forge as similar plumbing for different clients, and says structured products can sit on top of those platforms rather than replace them.
Over time, the market should look more layered than winner take all. Employees and small shareholders will keep needing fast, lightweight liquidity, while issuers will adopt recurring tenders once scale, trust, and internal process catch up. The durable winners will be the firms that become trusted infrastructure for one constituency first, then plug into the others through partnerships and workflow software.