Secondary Sales & Tender Offers
Written by Harry Prabandham
Curated by Rubric Financial
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What Secondary Sales Are
- Secondary sales are transactions where existing shareholders sell their shares to new buyers. The company does not issue new shares and receives no proceeds
- Buyers are typically late-stage VC funds, secondary market platforms (Forge, Nasdaq Private Market, EquityZen), or strategic investors seeking ownership
- Secondary sales require company approval (board consent and ROFR waiver), so the company controls who becomes a shareholder
- Pricing is negotiated between buyer and seller, often at a discount to the last primary round price (10-30% discount is common for illiquidity and information asymmetry)
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About the author
Harry PrabandhamFounder & CEO
Founder and CEO of StartupCFO. MBA from Wharton, MS in Computer Science, and decades of experience building and advising venture-backed startups.
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