Secondary Markets Find a New Gear as Tender Offers Triple for Late-Stage Startups

The Liquidity Gap Widens

Private companies now remain off public markets for twelve to fifteen years on average, a duration that has left thousands of employees holding equity they cannot monetise. Tender offers, transactions that permit staff and early backers to sell a portion of their holdings to an approved buyer at a set price, have emerged as one remedy. NewView Capital and Carta recently formalised a partnership to make the mechanics simpler: NewView brings deal-structuring expertise in secondary transactions, while Carta supplies the cap-table infrastructure and compliance workflows that underpin equity management at thousands of startups.

Ravi Viswanathan, founder and managing partner of NewView, frames the collaboration as an effort to lower the operational friction that has kept many chief executives from launching liquidity programmes. He wants founders to view early employee sales not as a sign of weakness but as a retention lever and morale signal in an era when unicorn status alone no longer guarantees talent.

Tender Volume Climbs - But Penetration Stays Low

Data from NewView Capital and Carta show that tender offers among Series C and later-stage companies are on track to increase threefold over the past three years. Yet absolute numbers remain modest: just forty-four such transactions closed in the first half of 2026. The cohort participating has also broadened beyond the most visible names - OpenAI, Databricks, Anduril - to include mid-tier companies such as marketing-data platform Hightouch, which executed a tender at a 1.3 billion US dollar valuation in its seventh year of operation. More recently, AI customer-support developer Decagon, autonomous-driving group Wayve, and voice-synthesis startup ElevenLabs have all run employee sales, with ElevenLabs completing two rounds in under twelve months.

Despite that uptick, the share of eligible companies actually running tenders remains small. Viswanathan attributes the lag to a combination of founder inertia, board caution, and the administrative overhead that accompanies valuation negotiations, investor approvals, and regulatory filings. The NewView-Carta tie-up is designed to compress the timeline and reduce legal and compliance costs by bundling secondary expertise with software that already holds the equity ledger.

Why Founders Hesitate - and Why That May Change

At Opentechwire, we have tracked liquidity offerings across Asia and North America for the past eighteen months, and three patterns recur. First, boards worry that a tender will anchor the company's next primary round at the sale price, limiting upside for new investors. Second, founders fear that early liquidity will reduce hunger among key engineers and product leaders. Third, the mechanics - selecting participants, setting allocation caps, negotiating valuation with the buyer - demand senior management time that growth-stage teams can rarely spare.

NewView's pitch is that those concerns are outweighed by the retention cost of doing nothing. Viswanathan argues that high-quality venture-backed companies now compete directly with public technology firms for senior talent, and stock grants that remain illiquid for more than a decade lose motivational force. Offering even partial liquidity, he contends, signals that leadership understands the trade-off employees make when they accept below-market cash compensation in exchange for equity.

The timing is notable. Public-market multiples for software and AI companies have compressed over the past two years, making initial public offerings less attractive and lengthening the road to exit. At the same time, secondary platforms - Forge Global, Nasdaq Private Market, and others - have matured, and institutional buyers have built dedicated teams to price and execute these transactions at scale. NewView itself runs both a traditional venture fund and a secondary vehicle, giving it an incentive to expand the pool of companies willing to transact.

Structural Tensions in the Secondary Ecosystem

Not every stakeholder benefits equally. Early investors who participated at seed or Series A valuations often welcome the chance to realise gains without waiting for an acquisition or listing. Employees with significant option grants also stand to gain, provided the tender price exceeds their strike price by a meaningful margin. But later-stage investors who led recent rounds at higher valuations may resist a sale that implies flat or down performance, particularly if the tender price sits below their entry point.

The NewView-Carta model attempts to navigate this by positioning the tender as a managed programme rather than an ad hoc secondary market. Companies retain control over participant eligibility, allocation limits, and pricing, and the buyer - often NewView or a co-investor - agrees to the valuation in advance. That structure reduces information leakage and avoids the fragmented pricing that can emerge when employees sell individually on secondary platforms.

Still, the approach has limits. Tenders typically allow employees to sell only ten to twenty per cent of their vested holdings, leaving the majority of their net worth tied to the company's ultimate exit. And because the buyer sets the price, employees have little negotiating power; they can accept the offer or wait for the next liquidity event, which may be years away.

Asia Lags, but Interest Is Growing

Most of the tender activity documented by NewView and Carta has occurred in the United States, where secondary markets are deeper and regulatory frameworks more established. In Asia, liquidity programmes remain rare outside a handful of late-stage consumer and fintech companies in Singapore, Jakarta, and Bengaluru. Founders in the region cite tighter control preferences among family offices and sovereign wealth funds, which often hold board seats and prefer to delay liquidity until exit. Tax treatment also varies: in some jurisdictions, employees face immediate income tax on tender proceeds at rates that can exceed forty per cent, reducing the net benefit.

Yet the same retention pressures are building. Software engineers in Bengaluru and Singapore now field multiple offers from both local startups and the Asian arms of US technology giants, and equity packages that cannot be monetised for a decade carry less weight. We expect tender adoption in Asia to accelerate if a few prominent companies - particularly those backed by Sequoia Capital India, Peak XV Partners, or Temasek - run successful programmes and share the playbook publicly.

What Comes Next

NewView and Carta are betting that streamlined infrastructure will shift founder psychology. If the operational burden falls and the retention benefits become visible, more companies may view tenders as a standard milestone rather than an exceptional event. Viswanathan has said he wants liquidity programmes to become as routine as annual compensation reviews.

Whether that vision materialises depends on factors beyond software and deal structuring. Public-market exits need to resume at a pace that gives employees confidence their illiquid holdings will eventually convert to cash. Institutional buyers need to continue committing capital to secondary transactions even when primary venture deployment slows. And boards need to accept that partial liquidity does not necessarily erode motivation - it may, in fact, be the price of keeping senior talent in place long enough to reach an exit at all.

For now, the data suggest that tender offers remain a tool used by a minority of late-stage companies, concentrated among those with strong revenue growth, clear paths to profitability, and investors willing to support interim liquidity. The NewView-Carta partnership will test whether lowering friction can expand that minority into a new norm.