Curated deal flow across block trades, single-asset funds, company-sponsored tender offers and primary rounds — all through a single partner with trusted issuer relationships. Backed by a platform built for the compliance, settlement, and documentation requirements of institutional capital.
Core products
Built for the full spectrum of institutional capital.
NPM helps VC firms execute secondary transactions of their portfolio positions — and access secondary investments in companies they want exposure to.
Nasdaq Private Market partners with GPs on single-asset transactions, raising capital through its institutional investor network and structuring funds to support deployment.
NPM provides LPs with curated access to both primary and secondary private market investment opportunities, sourced directly from NPM’s issuer and seller relationships.
ways to invest
The private market deal flow you’ve been looking for.
NPM’s position — working directly with private companies, founders, and institutional and individual holders — creates differentiated sources of investment opportunity for institutional investors on the platform.
As a leader in company-sponsored tender offers, NPM has direct relationships with private companies seeking institutional capital to execute employee and shareholder liquidity programs.
NPM’s close relationships with private company founders and executives create access to founder and executive block trades — large positions that aren’t often available through other channels.
NPM’s Capital Solutions team connects institutional investors directly to late-stage private companies raising primary capital — providing early, direct access to high-potential companies.
What NPM brings to every institutional transaction.
Every opportunity on NPM’s platform is sourced directly from private companies or verified sellers — not aggregated from unconfirmed third-party listings.
NPM sources deal flow directly from private companies and their legal and finance teams, giving institutional investors confirmed seller eligibility and accurate company context. Companies like Spotify, Snowflake, Datadog, GitLab, and Coinbase have run transactions through NPM.
NPM’s patented settlement technology handles the full transaction lifecycle — from multi-party coordination through final transfer — in a single integrated system.
NPM holds a US patent on its private securities settlement process — purpose-built infrastructure handling beneficial ownership tracking, AML/KYC verification, transfer agent coordination, and Blue Sky compliance across all states. DTCC connectivity supports execution across custodians.
QIB verification, legal documentation, regulatory filings, and compliance coordination are built into every transaction — not bolted on afterward.
Private securities transactions carry significant compliance obligations — counterparty qualification, transfer restrictions, beneficial ownership rules, and state registration. NPM’s compliance infrastructure is built for regulated entities, investment advisers, and bank trust departments, with full documentation and a complete audit trail on every transaction.
NPM’s data platform provides daily pricing for private companies and surfaces verified secondary trading data sourced from the private market.
NPM is the only secondary marketplace with a patented settlement solution for secondary trades, so its data reflects actual market activity. Institutional investors access verified secondary transaction prices, bid/ask spreads, volume trends, and company-level analytics.
Access Across Every Transaction Type
Secondary purchases, tender offer participation, block trades, co-investments, and single-asset funds — all available through one platform and one institutional relationship.
Many institutional investors accessing private markets deal with fragmented relationships across multiple platforms, intermediaries, and fund managers. NPM consolidates access across most major private market transaction types, secondary market purchases, company-sponsored tender offer participation, block trade execution, primary co-investments, and single-asset fund structures.
NPM’s investor network spans Goldman Sachs, Morgan Stanley, Bank of America, BNP Paribas, Citi, UBS, Wells Fargo, and leading asset managers and family offices worldwide.
NPM’s institutional investor network has been built over a decade. This network can benefit every participant: sellers receive competitive pricing from qualified buyers, private companies get access to investors that they want on their cap table, and institutional buyers gain proprietary deal flow from the relationships NPM has built on both sides of the market.
How it Works
From network access to settled transaction.
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NPM qualifies institutional investors through a structured onboarding process that confirms QIB status or accredited investor status, establishes compliance documentation, and aligns investment parameters with the types of deal flow available on the platform. The process is designed for institutional teams — with support from NPM’s investor relations desk throughout. Once onboarded, institutions receive deal flow matched to their stated investment criteria, size requirements, and sector preferences.
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Institutional investors on NPM’s platform receive deal flow that has been sourced, verified, and structured before it reaches them. This includes secondary transactions with verified cap table data, tender offer programs with company-confirmed pricing and timelines, and block trade opportunities sourced from NPM’s seller relationships. Deal flow is presented with the information needed to make a preliminary investment decision — company context, pricing rationale, timeline, and transaction structure — before a formal commitment is required.
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Once an institutional investor decides to participate, NPM manages the execution process from commitment through closing. This includes counterparty documentation, QIB confirmation letters, transfer restriction acknowledgments, and any company-specific participation requirements. For tender offers and structured programs, NPM coordinates the full buyside process on a defined timeline. For block trades and bilateral secondary transactions, NPM negotiates terms, manages the settlement agreement, and coordinates execution between all parties.
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Settlement on NPM’s platform runs through its patented private securities settlement infrastructure, which manages the full post-execution process — including transfer agent coordination, beneficial ownership transfer documentation, AML/KYC records, Blue Sky compliance filings, and DTCC connectivity. Institutional investors receive complete settlement documentation with a clear audit trail. NPM’s settlement infrastructure eliminates the operational complexity that typically characterizes private securities transactions and provides the records that institutional compliance teams require for every completed transaction.
Built for institutions from the ground up.
Every element of NPM’s platform — deal sourcing, compliance infrastructure, settlement technology, and investor network — was designed to meet the operational requirements of institutional participants.
NPM operates as a FINRA-registered broker-dealer — providing institutional investors with the regulatory framework and counterparty standing that bank compliance teams require.
Operating as a registered broker-dealer under FINRA regulation, NPM provides institutional investors with a counterparty that satisfies the compliance requirements of regulated entities, including banks, investment advisers, and insurance companies. FINRA registration means NPM is subject to ongoing regulatory oversight — including capital requirements, supervisory procedures, and compliance standards that protect institutional participants. For institutions whose mandates restrict them to transacting with registered intermediaries, NPM’s regulatory status is a prerequisite, not a differentiator.
NPM works directly with private companies — which means institutional investors get deal flow that reflects real company context, verified cap table data, and company-confirmed transaction terms.
The quality of information in a private market transaction depends on proximity to the company. Because NPM manages company-sponsored liquidity programs on behalf of private companies — and maintains direct relationships with CFOs, General Counsels, and finance teams — institutional investors receive deal flow grounded in verified company data rather than estimated or third-party sourced information. This issuer-aligned position also gives NPM unique access to deal flow that originates from the company itself, rather than secondary sellers alone.
NPM’s fee structure is transparent and disclosed upfront — with no hidden charges at settlement or undisclosed spreads embedded in transaction pricing.
Institutional investors transacting in private markets have increasingly demanded fee transparency as the asset class has matured. NPM discloses its fee structure clearly at the outset of every transaction — covering execution fees, settlement costs, and any applicable fund administration charges for structured vehicles. There are no undisclosed spreads, no hidden settlement charges, and no retrospective fee adjustments. This transparency supports the documentation requirements of institutional investment committees and allows accurate cost modeling before commitment.
NPM’s data reflects actual transaction prices — not estimated valuations — giving institutional investors a more accurate foundation for pricing decisions.
Pricing in private markets is notoriously opaque. NPM’s position as the most active execution platform in the market gives it access to verified transaction data that reflects real bid/ask spreads, actual settlement prices, and volume trends across private company shares. This data is embedded into NPM’s deal flow — so institutional investors can benchmark opportunity pricing against actual market activity rather than theoretical 409A valuations or last-round pricing. For investors building private market portfolios at scale, this data advantage compounds over time.
NPM’s US-patented settlement infrastructure is the only purpose-built private securities settlement system in the market — purpose-designed for institutional operational requirements.
The US patent on NPM’s private securities settlement process reflects years of engineering investment in solving a problem that no other platform has fully addressed: the operational complexity of settling private securities transactions across multiple parties, compliance regimes, and regulatory requirements. For institutional investors, this infrastructure means settlement processes that produce complete audit trails, satisfy beneficial ownership reporting requirements, support AML/KYC documentation standards, and coordinate across custodians, transfer agents, and counterparties — without operational burden on the institutional team.
A decade of execution has built an investor network that includes the world’s leading banks, asset managers, family offices, and sovereign wealth funds.
NPM’s institutional investor network encompasses Goldman Sachs, Morgan Stanley, Bank of America, BNP Paribas, Citi, UBS, Wells Fargo, and a growing roster of asset managers, family offices, endowments, and sovereign wealth funds. This network has been built through consistent execution — participants return because NPM delivers on its commitments. For institutional investors entering the platform, the existing network provides competitive buyside participation in tender offers, deeper liquidity for secondary transactions, and broader distribution for structured fund vehicles.
Private market terms institutional investors reference most.
A secondary transaction is the purchase or sale of existing private company shares between parties — distinct from primary transactions in which the company issues new shares. Secondary transactions do not generate capital for the company; they provide liquidity for existing shareholders, including employees, early investors, and institutions.
Secondary private market transactions involve the transfer of existing equity — shares already issued by the private company — between buyers and sellers. Unlike primary transactions, the company receives no proceeds. Secondary transactions are used by employees seeking liquidity on equity compensation, early-stage investors monetizing positions, and institutional holders managing portfolio exposure. On the Nasdaq Private Market platform, secondary transactions are structured with verified counterparties, compliance documentation, and settlement infrastructure that satisfies institutional requirements. Secondary market volume for private company shares reached $240B in 2025 (Jefferies), with institutional buyers representing a growing proportion of buyside demand. Transaction types include bilateral block trades, marketplace listings, and company-sponsored tender offer programs.
A tender offer is a structured liquidity event in which a private company invites eligible shareholders to sell some or all of their shares at a predetermined price within a defined window. The company manages the process — setting eligibility, price, and timeline — and NPM sources qualified institutional buyers to participate on the buyside.
Company-sponsored tender offers are the primary mechanism through which private companies manage shareholder liquidity in an organized, compliant way. The company sets the offer price, defines eligible sellers, establishes the participation window, and determines the total transaction size. NPM manages the full process — including investor qualification, seller communication, regulatory coordination, and settlement — on the company’s behalf. Institutional investors participate as buyside buyers, acquiring shares at the companyestablished price. This structure gives institutional buyers access to private company shares with verified pricing, known seller composition, and a structured settlement process. NPM facilitated over $15B in tender offer volume in 2025 across more than 900 companysponsored programs.
A block trade is a large secondary transaction in which a single seller — typically an institutional holder, early investor, or major shareholder — works with NPM to identify qualified institutional buyers for a substantial position. Block trades are typically executed off-platform through a negotiated process and settled through NPM’s infrastructure.
Block trades in the private market involve the transfer of a large equity position — often $5M or more — from a single seller to one or more institutional buyers. Unlike marketplace secondary transactions, block trades are negotiated bilaterally, with NPM building the buyside book from its institutional investor network. NPM identifies and qualifies buyers, manages the negotiation of pricing and terms, coordinates legal documentation, and handles settlement through its patented infrastructure. The discreet nature of block trade execution makes NPM’s institutional network particularly valuable — sellers need confidence that a buyer can be found and that execution will be efficient, while buyers need confidence in the quality and verification of the opportunity.
A single-asset fund is a structured investment vehicle holding shares in one private company. It allows institutional investors to access a specific private company through a fund wrapper — which may be required by certain mandates — rather than holding shares directly. NPM structures these vehicles as broker, co-GP, or sole GP.
Single-asset funds provide institutional investors with a fund structure for concentrated exposure to a single private company. This structure is particularly useful for investment mandates that require a fund wrapper rather than direct equity ownership, or for institutions that want the governance, reporting, and liability protections that a formal fund structure provides. NPM structures single-asset funds in multiple configurations: as a broker facilitating the fund formation, as co-GP alongside the institutional investor’s existing GP, or as sole GP managing the fund independently. The fund holds private company shares and provides investors with standard LP documentation, quarterly reporting, and management through NPM’s institutional team. Single-asset funds can be structured for a range of company types and deal sizes.
A Qualified Institutional Buyer is an entity that meets the ownership and sophistication thresholds defined under SEC Rule 144A — generally institutions managing over $100M in securities. QIB status allows participation in private securities transactions exempt from SEC registration, and is the standard qualification threshold for most NPM institutional transactions.
Rule 144A of the Securities Act of 1933 defines Qualified Institutional Buyers as entities that, in the aggregate, own and invest on a discretionary basis at least $100M in securities of issuers not affiliated with the entity — or, in the case of registered broker-dealers, at least $10M. QIB status is the standard qualification threshold for participation in unregistered private securities transactions, including most secondary market purchases, block trades, and company-sponsored tender offer programs. Institutional investors that meet QIB thresholds can participate in a broader range of transactions and deal structures than accredited investors who do not qualify as QIBs. NPM confirms QIB status as part of its standard institutional onboarding process.
A GP-led secondary is a transaction in which a fund’s general partner restructures or continues an existing fund by offering limited partners the option to sell or roll their positions into a new vehicle. These transactions have grown significantly and represent a major segment of institutional secondary market activity.
GP-led secondary transactions — also called continuation vehicles or GP-led restructurings — allow a fund’s general partner to extend the life of a portfolio or transfer assets to a new vehicle, giving existing limited partners the option to exit or roll their investment forward. These structures have become the fastest-growing segment of the secondary market, with GP-led volume growing 68% in H1 2025. For institutional investors, GP-led secondaries present an opportunity to acquire interests in high-quality assets at defined pricing, often from motivated sellers seeking liquidity. NPM structures and executes GP-led secondaries with institutional precision — managing the full process from term sheet through final settlement — with its patented settlement infrastructure supporting the complex multi-party coordination these transactions require.
Questions from institutional investors.
NPM works with a broad range of institutional investors including asset managers, hedge funds, family offices, sovereign wealth funds, insurance companies, endowments, foundations, and the private wealth and principal investment desks of major banks. Participants must qualify as QIBs or accredited investors depending on the transaction type. Our network includes Goldman Sachs, Morgan Stanley, Bank of America, BNP Paribas, Citi, UBS, and Wells Fargo, as well as leading independent asset managers and family offices. Eligibility requirements vary by transaction structure — contact NPM’s investor relations team to discuss your institution’s specific situation.
NPM’s deal flow comes from two primary sources: private companies that retain NPM to manage company-sponsored liquidity events, and sellers — including employees, early investors, and institutional holders — who use NPM’s platform to find qualified buyers. Because NPM works directly with private companies and their finance and legal teams, institutional investors receive deal flow with verified cap table data, confirmed seller eligibility, and accurate company context. Most secondary platforms aggregate listings from third-party sources without this direct company relationship, which means investors receive less reliable information and face greater due diligence burden. NPM’s company-direct sourcing model produces higher-quality deal flow — and the track record of over $80B in total transaction volume reflects that quality.
Company-sponsored tender offers managed by NPM typically run on a 3–6 week timeline from program launch to settlement. For institutional buyside participants, the process involves: (1) receiving program details including pricing, timeline, and seller composition; (2) completing any company-specific qualification requirements and confirming QIB status; (3) submitting a participation commitment during the offer window; (4) completing transaction documentation; and (5) funding and settling through NPM’s infrastructure on the program’s closing date. NPM manages all sellerside and process coordination — institutional investors’ primary responsibility is to confirm participation and complete the required documentation within the program timeline.
NPM’s patented settlement infrastructure produces a complete set of post-transaction documentation for every transaction — including beneficial ownership transfer records, settlement confirmations, and a full audit trail of the transaction process. DTCC connectivity supports coordination with institutional custodians. For institutions with specific custodial arrangements, NPM works with the institution’s custody team to accommodate standard settlement processes. All settlement documentation is maintained by NPM and available on request for compliance, audit, and reporting purposes. The infrastructure was designed specifically for the operational requirements of institutional participants — not adapted from public market settlement processes.
Yes. NPM structures single-asset funds and GP-led continuation vehicles specifically for institutional investors whose mandates require a fund wrapper. NPM can act as broker (facilitating the fund formation), co-GP (alongside the institution’s existing GP), or sole GP (managing the fund independently). Fund structures are fully documented with standard LP agreements, quarterly reporting, and management through NPM’s institutional team. The underlying company shares are held within the fund vehicle, and the institutional investor holds an LP interest rather than direct equity. This structure accommodates investment policy requirements that restrict direct ownership of private company shares.
