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by Undo Capital
December 15, 2025
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What Is Secondary Share Sale?

A secondary share sale is a transaction where existing shareholders, such as founders, employees or early investors, sell their shares to new or current investors, without the company issuing any new equity.

Secondary Share Sale Meaning

The secondary share sale's meaning lies in providing liquidity to shareholders while the company remains private. Unlike a primary round, where new shares are created and capital flows into the business, a secondary share sale simply transfers ownership from one holder to another. A clear secondary share sale definition covers founder liquidity events, employee option exercises, or early investors exiting partially or fully. These transactions can help rebalance the cap table, bring in strategic investors and align long-term incentives ahead of larger fundraising rounds.

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Disclosure Notice: This communication is issued by Undo Capital Limited (“Undo Capital”) and is provided strictly for informational purposes only. It contains general information and should not be relied upon as accounting, business, financial, investment, legal, tax, or other professional advice. Undo Capital is not regulated by the Financial Conduct Authority (FCA) and does not provide investment, financial, or tax advice. Our services are designed to assist startups and businesses with company formation, legal agreements, and funding-related documentation. Nothing in this communication constitutes, or should be construed as, a recommendation, offer, or solicitation to purchase or sell any security or financial instrument.
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Disclaimer: Our services are designed to assist startups and businesses with company formation, legal agreements, and funding-related documentation. We do not provide investment advice, financial advice, or tax advice, nor are we regulated by the Financial Conduct Authority (FCA). Participating in startups and early-stage enterprises carries inherent risks, including limited liquidity, absence of dividends, potential loss of investment, and dilution. Any decisions regarding investments should be made independently by the investor as part of a well-diversified portfolio.