Tender offers were once a rare exception. Today, they’re a cornerstone of the private-market playbook. Tenders can be a powerful tool for retaining top talent and rewarding key stakeholders. Yet for many founders and employees, the process remains opaque: Who gets to participate? How much can you sell? How are prices set?

At NewView Capital, we’ve seen this play out firsthand. This year alone, we’ve led or participated in six tenders, with a seventh in motion. Analyzing our proprietary data on tender offers over the past few years, some clear patterns emerge that can offer a framework for founders and employees.

Who gets to participate?

62% of tenders we analyzed allowed former employees to sell shares. Including alumni creates goodwill and broadens access to liquidity. For example, Stripe has included ex-employees in past tenders, signaling that alumni contributions hold lasting value.¹

^‍However, it also raises a fair question: should liquidity only reward those still at the company? Or is there value in letting alumni cash out? In some cases, allowing ex-employees to sell can help bring new, long-term investors to the cap table who are less likely to sell six months after lock-up.

Are there tenure requirements?

Liquidity is no longer just for veterans. Only 38% of tenders had required tenure minimums. While some companies used tiered caps to reward long-tenured employees, most chose to include a broad base of talent, including newer contributors. When a tenure requirement was imposed, it was typically between 18 and 36 months of employment.

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Do founders sell?  

Founder liquidity is increasingly common, and we believe that’s a positive trend. Nearly two-thirds of tender offers we analyzed included founders. Allowing founders to reduce personal risk helps them stay focused on building for the long term, instead of feeling pressure to cash out early. Of note, our data shows that founders were typically subject to stricter caps on the percentage of holdings that they could sell.

What about early investors?  

46% of tenders included preferred holders. Some companies restricted liquidity to employees doing the day-to-day work. Others preferred the simplicity of a single annual liquidity event that enabled them to manage the composition of the cap table.

How much equity can be sold?

Typically, employees were permitted to sell between 10% and 25% of their holdings. Only 23% of tenders allowed employees to sell more than half of their position, while the rest imposed caps on vested equity. Caps strike an important balance: they give employees meaningful liquidity without undermining retention. Some recent examples: Revolut capped at 20%, Databricks permitted sales of 40% to 60%, and one of the large foundational model companies let employees sell up to $10 million of stock, regardless of percentage.^2,3

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How large are tender offers?

Tender sizes varied significantly based on the company’s size, their priorities, and how frequently they conducted tender offers. Roughly one quarter of tenders we observed were greater than $100 million, while 54% ranged from $25 million to $100 million.

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How old does a company have to be?

While there is no age requirement for a company to conduct a tender offer, all companies were at least five years old, with most in the range of five to ten years old. We expect to see more young companies launch tender offers over time as founders recognize their strategic value.

When do companies conduct tenders?

Timing varies. About 55% of tender offers from Nasdaq Private Markets were launched within six months of a primary round, with 40% within just three months.² This proximity allows companies to leverage the valuation and momentum from a recent financing. Some companies are even making liquidity a routine part of their culture. For example, SpaceX has institutionalized biannual tenders for all employees, turning liquidity into a predictable rhythm rather than a rare event.

How are tenders priced?

Pricing strategies varied widely. More than 40% cleared a 10% discount to the last round, and only a small minority priced at par (no discount). Strikingly, 31% of tenders were completed at a premium to the last round. This typically occurred when the last primary financing round occurred several years prior. In these cases, tender offers function less as a liquidity discount and more as a mechanism to reset the market value closer to the company’s current trajectory.

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What platform was used to conduct the tender offer?

The majority of tenders were conducted on Carta, although nearly one-third of tenders we participated in leveraged Nasdaq Private Markets (NPM) instead. It is rare to see a vendor outside of these two platforms.

Do companies announce tender offers?

Today, most are kept quiet, with the news only surfacing through leaks or reporting in outlets like The Information, Axios, or TechCrunch. Occasionally, household names like Stripe, SpaceX, Databricks, and OpenAI confirm tender activity due to the scale of value trading hands. However, our view is that this will change. As tenders are further normalized, we expect that more companies will proactively announce to manage optics and signal a healthy, employee-friendly culture. ElevenLabs, for example, recently leveraged their tender offer to highlight their latest valuation.

Tender offers aren’t one-size-fits-all.

Every process reflects a company’s stage, culture, and goals. But the data makes one thing clear: liquidity is evolving into an essential strategic tool for today’s startups.

By understanding the nuances of participation, pricing, and timing, founders can turn liquidity into a powerful lever for retention, alignment, and growth. For employees, they’re proof that equity isn’t just a promise on paper. And for the market as a whole, tenders signal a new normal—one where liquidity is built into the fabric of company building, not just a milestone at IPO.

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