Case study · North America
Stripe: liquidity by design, not by IPO
The situation
Stripe reached a private valuation in the tens of billions of dollars years before showing any public sign of wanting to IPO. That created a familiar problem: employees who had joined early were sitting on paper wealth they couldn't spend, and long-tenured staff faced tax bills on vesting equity with no way to sell shares to cover them.
How the deal worked
Rather than rushing to list, Stripe ran company-organized tender offers — most notably one reported in 2021 at a valuation around $95 billion, and another in 2023 that came alongside a new primary funding round. In a tender offer like this, the company (often alongside existing investors and new backers) sets aside a pool of capital and invites employees to sell a portion of their vested shares at a company-set price, typically anchored to the most recent funding round. Participation is usually capped per employee and requires company consent, since the shares are unregistered securities with transfer restrictions.
The 2023 event was notable for pairing the tender with a fresh primary raise: new investor money came in to fund growth, and a portion of the same round was earmarked specifically to buy out existing shareholders, including employees and some early investors. That structure — primary and secondary capital raised together — has become common among the largest, most in-demand private companies, because it lets a single funding event solve two problems at once.
The outcome
Stripe extended its private tenure well past the point where a company of its size would historically have listed, without losing employees to the classic "handcuffed by illiquid equity" problem. It also gave existing investors a way to partially exit or rebalance exposure without waiting on Stripe's timeline for a public listing.
What it teaches
A recurring or periodic tender program turns liquidity from a one-time cliff event (the IPO) into an ongoing feature of holding equity in a private company. For companies planning to stay private for many years, that shift is increasingly treated as a retention and governance tool, not just a favor to shareholders.
What to look for in a deal like this
- Whether the tender is paired with a primary round — when new investor money funds both growth and share purchases, the headline valuation is set by the primary, and the tender simply borrows it.
- The per-employee cap: participation limits determine whether a tender is meaningful liquidity or a token gesture.
- Whether the programme repeats. One tender is an event; a recurring one is a policy, and only the second changes how employees should think about joining.
Frequently asked
Does a tender offer mean an IPO is coming?
Often the opposite. Companies that run repeated tenders are frequently signalling that they can stay private comfortably, because the main internal pressure to list — employees who cannot access their equity — has been relieved.
Who sets the price in a tender like this?
The company, usually anchored to the most recent primary round. Employees choose whether to participate at that price; they do not negotiate it individually.
Compare this with the other North America deals in thecase-study index, or readwhy secondary sales happen for the motivation behind each deal shape. The glossary defines the terms used above.