Solution
Private company secondary transactions
A secondary transaction is the sale of existing private shares from one holder to another. No new shares are created, so a pure secondary does not dilute the cap table — but it does move ownership, and in a private company that movement is the company's decision. Perseids runs the whole workflow under company control.
Why private secondary is a governance problem, not a marketplace problem
Private shares carry transfer restrictions: board approval, rights of first refusal, co-sale rights, and often an explicit prohibition on unapproved transfers. A secondary process that ignores those creates legal exposure. Perseids treats the company as the controller of every step.
The workflow
- 1The company opens a window and defines who is eligible to sell.
- 2Holders indicate interest within the constraints the company set.
- 3ROFR and transfer restrictions are applied before anything is matched.
- 4Approved transfers proceed to settlement, with execution support where required.
- 5The ownership ledger is updated only when the transfer actually settles.
Perseids does not hold customer funds, does not provide investment advice and does not operate a public securities order book.
Frequently asked questions
- Does a secondary sale dilute existing shareholders?
- A pure secondary transfer does not create new shares, so it does not dilute existing shareholders. Ownership moves from the selling holder to the buyer and the total share count is unchanged.
- Who decides whether a secondary can happen?
- The company. Perseids requires the company to open the window, set eligibility and approve transfers before settlement.
Put this into practice with Perseids.
Talk to us about secondary