Stripe’s latest employee tender offer carried a $159 billion valuation when the company announced it on February 24, 2026. Investors including Thrive Capital, Coatue and Andreessen Horowitz were expected to provide most of the money. Stripe said it would use some of its own capital to repurchase shares as well.
The offer gave current and former employees a chance to sell while Stripe remained private. It did not mean every employee could sell, or that anyone’s shares were worth the same amount in cash. The price, eligible share classes and participation limits all depend on the terms of the transaction.
Private Shares Need a Buyer
Equity can become a large part of an employee’s compensation, but it may be difficult to turn into money. A private company’s shares do not trade on an exchange, and its rules may restrict transfers.
The SEC’s guide to private secondary markets explains that private securities are often illiquid or restricted. Resales generally need registration or an exemption from registration. Company agreements can also require approval or give the issuer a right of first refusal.
That leaves a shareholder with a few possible routes: wait for a sale or public listing, find a permitted buyer, or take part in a company-organised transaction. Each route depends on the company’s documents and the security being sold. Employees may also need legal and tax advice before exercising options or accepting an offer.
Tender Offers Set the Terms
A tender offer gives eligible shareholders a limited period to offer shares for sale at specified terms. The company can set eligibility rules and caps. The buyer may be the company, outside investors or both.
Stripe has used the approach repeatedly. In February 2024, it announced a tender offer at a $65 billion valuation, with investors supplying most of the funds and Stripe repurchasing some shares to offset dilution from employee equity compensation. The company announced another offer at a $91.5 billion valuation in February 2025, then the $159 billion offer in 2026.
Those figures are valuations associated with separate transactions. They are not the amounts Stripe raised in new primary financing, and they do not mean the company changed hands. A private-company valuation is generally inferred from the price paid for a portion of its shares. In its 2025 update, Stripe also reported $1.9 trillion in payment volume processed by businesses on its platform. That is transaction volume, not Stripe’s revenue or the value of employee share sales.
We’re pleased to once again offer employees an opportunity for liquidity.
— Steffan Tomlinson
A controlled sale can help a company retain employees who might otherwise wait years for an exit. It also lets early shareholders sell part of their holdings. The company decides when to run the offer and who can participate; a worker may be allowed to sell only a portion of vested shares. Anyone who keeps shares remains exposed to the company’s future performance and eventual exit options.
Founders, too, sometimes sell part of their stake while staying in charge. At a 2017 meeting of the SEC’s Small and Emerging Companies Advisory Committee, investor James A. Hutchinson described a shift in how the market viewed that choice:
Founder liquidity is no longer taboo.
— James A. Hutchinson
The comment came during a discussion of companies staying private longer and institutional investors taking part in transactions once associated with IPOs. A founder’s partial sale can reduce personal exposure while leaving them with a stake in the business. Its size and timing may affect how employees, investors and the market interpret the decision.
CoreWeave’s SEC prospectus offers a detailed example. The company reported that co-founders Michael Intrator, Brian Venturo and Brannin McBee, through themselves and affiliated holders, sold shares in tender offers in 2023 and 2024. The three founder groups received about $235 million in gross proceeds in 2023 and about $253 million in 2024, or roughly $488 million combined before taxes, transaction costs and other reductions.
The 2024 offer covered 692,562 shares and had a total purchase price of $651 million. CoreWeave said it received no sale proceeds, except for about $1 million related to employees exercising options to sell shares. The founders’ sales were part of much larger transactions; they do not show that all employees had the same access or terms. The prospectus records the founders’ sales before CoreWeave’s 2025 IPO, while they remained in senior roles. The SEC filing identifies the sellers, proceeds and company’s share of the transaction.
Direct Sales and Pooled Vehicles
A shareholder may also arrange a direct sale through a broker or private-market platform. That usually requires company consent. Private shares do not have a continuous public quote, so buyers and sellers must agree on a price and verify the transfer, funds and approvals.
Some buyers pool their money through a special purpose vehicle, or SPV. In a private-share deal, the vehicle holds the company’s shares while investors own interests in the vehicle. If the transfer is approved, the seller receives the sale proceeds and the SPV may appear as one holder on the company’s cap table.
The SPV structure adds another layer between the investor and the company. The vehicle’s documents determine who makes decisions, what information investors receive and how any eventual proceeds are divided. Fees and carried interest can reduce returns. Investors may have no practical way to sell their interests or require the SPV to sell its shares.
The SEC’s investor bulletin on private placements warns that private securities can be hard to resell and may be subject to transfer agreements. Investors should check what the SPV owns, what fees apply and who controls decisions. A Form D filing, when required, is a notice; it does not mean the SEC has approved the investment.
Employees weighing an offer should confirm the share class, number of eligible shares, taxes, fees and company rights. Option holders may need to pay to exercise before they can sell. A headline valuation alone does not show what a particular holder will receive after costs or the rights attached to different share classes.
Who Gets a Chance To Sell?
Access is uneven. A tender offer can limit participation by role, tenure or share type, and a company may cap how much each holder can sell. Founders, employees and investors can face different terms. The company’s governance and its relationships with buyers shape who gets an opportunity.
For Black founders and employees, the same mechanics apply, but the examples here do not measure how often Black shareholders receive liquidity offers. The practical questions are whether the company can attract buyers, whether its rules include the holder and whether selling now makes sense for that person.
A sale can help an employee diversify savings or let a founder fund another venture. It also gives up some ownership and any gains that might come later. There is no single right amount to sell; the decision turns on the holder’s cash needs, risk and view of the company.
Secondary sales also need to be kept separate from company financing. When an existing shareholder sells, the money goes to that seller. A company does not receive fresh working capital from the secondary shares. If it buys back shares, it spends its own cash; it receives new capital only from a separate primary share issuance included in the same broader transaction.
An acquisition is another route to liquidity, but it is a different kind of event. Shegun Otulana’s post-exit studio followed a company sale. In a secondary transaction, a founder usually sells only part of a stake and remains with the business.
Liquidity Is Not an Exit
A private share sale can give employees and founders some cash before an IPO or acquisition. It does not guarantee another buyer, a future listing or the same price for every share class. Tender offers happen during limited windows. An SPV pools buyers, but it does not remove transfer restrictions or investment risk.
Before signing, a seller should know who is buying, how many shares qualify, what rights are attached and what fees or taxes apply. An SPV investor should also understand who controls the vehicle and how it will distribute proceeds.
Private liquidity can ease the long wait for an exit. The trade-off is straightforward: cash now in exchange for shares—and the possibility of future gains—given up.
Frequently Asked Questions
What is a private secondary share sale?
It is a sale of existing private-company shares by a current shareholder to another buyer. The company does not receive proceeds from those shares. If it also sells newly issued shares in a primary financing, it receives proceeds from that separate issuance.
How does a tender offer work for startup employees?
The company sets the offer period, price and eligibility rules. Participating employees can offer some of their shares for purchase by the company, outside investors or both. The company may cap the number of shares each person can sell.
What is an SPV in a private-share transaction?
It is a legal vehicle that holds shares in a private company. Investors own interests in the vehicle, and its governing documents determine their rights, fees and access to information.
Does a tender-offer valuation guarantee an employee can sell at that price?
No. The valuation is tied to the transaction. An individual’s eligibility, share class, participation limit, fees and transfer terms affect what they can sell and what they receive.
Can private-company shares be sold without company approval?
Transfer agreements may restrict resales, require consent or give the company a right of first refusal. Securities laws also apply. Shareholders should review their documents and get legal advice before arranging a sale.
Does an SPV make private shares liquid?
No. Investors may be unable to sell their interests or make the vehicle sell its shares. Fees, limited rights and the lack of a buyer can extend the holding period.
