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Private Market Education

Welcome to StartEngine's education center. Whether you're new to private market investing or looking to deepen your expertise, our guides cover everything from the basics of equity crowdfunding to advanced topics like tax implications and exit strategies.

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Last updated May 27th, 2026

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The most-read guide on this hub

Reg A+ vs. Reg D vs. Reg CF: Understanding Securities Exemptions
Most PopularGUIDE

Reg A+ vs. Reg D vs. Reg CF: Understanding Securities Exemptions

A clear breakdown of the three regulatory frameworks that govern private securities offerings, who can invest under each, and what disclosures are required.

7 min readRead guide →

I — Track

Fundamentals

6guides

Introduction to private market investing

What Are Private Markets? A Beginner's Guide
PLAYBOOK

What Are Private Markets? A Beginner's Guide

An introduction to private markets, how they differ from public exchanges, and why they matter for modern investors looking beyond traditional stocks and bonds.

6 min readRead guide →
Public vs. Private Markets: Key Differences
GUIDE

Public vs. Private Markets: Key Differences

Understand the structural, regulatory, and practical differences between public and private market investing, from liquidity and pricing to access and time horizons.

6 min readRead guide →
Why Invest in Private Companies?
GUIDE

Why Invest in Private Companies?

Explore the potential benefits of adding private companies to your portfolio — from higher growth potential and diversification to access to innovation.

6 min readRead guide →

II — Track

Investing in Private Companies

7guides

Skills, frameworks, and risk management

How to Evaluate a Private Company Before Investing
PRACTITIONER GUIDE

How to Evaluate a Private Company Before Investing

A practical framework for assessing private company opportunities — covering team, market, business model, financials, and the terms of the investment.

6 min readRead guide →
Understanding Private Company Valuations
GUIDE

Understanding Private Company Valuations

Learn how private companies are valued — from revenue multiples and comparables to DCF — and what those numbers actually mean for investors.

6 min readRead guide →
Risks of Private Market Investing (And How to Manage Them)
GUIDE

Risks of Private Market Investing (And How to Manage Them)

An honest look at the risks involved in private market investing — illiquidity, dilution, total loss, and more — and practical strategies for managing them.

7 min readRead guide →

III — Track

Selling & Secondary Markets

3guides

Liquidity options for shareholders

What Are Secondary Markets for Private Shares?
GUIDE

What Are Secondary Markets for Private Shares?

An overview of how secondary markets create liquidity for private company shareholders, how transactions work, and why these markets are growing.

7 min readRead guide →
How to Sell Your Private Company Shares
WALKTHROUGH

How to Sell Your Private Company Shares

A step-by-step guide to selling private shares — from reviewing your shareholder agreement to obtaining company approval and closing the transaction.

7 min readRead guide →
How to Price Your Private Shares
GUIDE

How to Price Your Private Shares

Methods and reference points for determining a fair price for your private holdings, including illiquidity discounts, share class differences, and market factors.

7 min readRead guide →

IV — Track

Advanced Topics

3guides

In-depth guides for experienced investors

A list titled 'SHAREHOLDER RIGHTS' including information, pro-rata, and ROFR protection.
PRACTITIONER GUIDE

Shareholder Rights in Private Companies: What You Can (and Can't) Expect

What private shareholders actually get — and what to ask before you commit.

6 min readRead guide →
Private Company Due Diligence: A Practical Checklist
PRACTITIONER GUIDE

Private Company Due Diligence: A Practical Checklist

Seven areas to investigate before you invest — team, financials, cap table, legal, and more.

11 min readRead guide →
Advanced topics on deal structures, including SAFEs, Notes, and Priced Rounds with their definitions.
GUIDE

Common Deal Structures: SAFEs, Convertible Notes, and Priced Rounds Compared

SAFEs, convertible notes, and priced rounds each handle your ownership.

8 min readRead guide →

Important disclosure

All content is for educational purposes only and does not constitute investment advice. All investments involve risk, including loss of principal. Please consult with a qualified financial advisor before making investment decisions.

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Fundamentals — 6 articles

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1

What Are Private Markets? A Beginner's Guide

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2

Public vs. Private Markets: Key Differences

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3

Why Invest in Private Companies?

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4

Understanding Equity Crowdfunding: How It Works

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5

Accredited vs. Non-Accredited Investors: What You Need to Know

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6

What Is an Accredited Investor — and What Can You Actually Do With That Status?

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Private Market Education

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Unless indicated otherwise with respect to a particular issuer, all securities-related activity is conducted by regulated affiliates of StartEngine: StartEngine Capital LLC, a funding portal registered here with the US Securities and Exchange Commission (SEC) and here as a member of the Financial Industry Regulatory Authority (FINRA), or StartEngine Primary LLC (“SE Primary”), a broker-dealer registered with the SEC and FINRA / SIPC. You can review the background of our broker-dealer and our investment professionals on FINRA’s BrokerCheck here. StartEngine Secondary is an alternative trading system (ATS) regulated by the SEC and operated by SE Primary. SE Primary is a member of SIPC and explanatory brochures are available upon request by contacting SIPC at (202) 371-8300.

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1) Regulation A offerings (JOBS Act Title IV; known as Regulation A+), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Primary, LLC (unless otherwise indicated). 2) Regulation D offerings (Rule 506(c)), which are offered only to accredited investors. These offerings are made through StartEngine Primary, LLC. 3) Regulation Crowdfunding offerings (JOBS Act Title III), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Capital, LLC. Some of these offerings are open to the general public, however there are important differences and risks.

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Investing in private company securities is not suitable for all investors. An investment in private company securities is highly speculative and involves a high degree of risk. It should only be considered a long-term investment. You must be prepared to withstand a total loss of your investment. Private company securities are also highly illiquid, and there is no guarantee that a market will develop for such securities. Each investment also carries its own specific risks, and you should complete your own independent due diligence regarding the investment. This includes obtaining additional information about the company, opinions, financial projections, and legal or other investment advice. Accordingly, investing in private company securities is appropriate only for those investors who can tolerate a high degree of risk and do not require a liquid investment. See additional general disclosures here.

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StartEngine Marketplace (“SE Marketplace”) is a website operated by StartEngine Primary, LLC (“SE Primary”), a broker-dealer that is registered with the SEC and a member of FINRA and the SIPC.

StartEngine Secondary (“SE Secondary”) is our investor trading platform. SE Secondary is an SEC-registered Alternative Trading System (“ATS”) operated by SE Primary that matches orders for buyers and sellers of securities. It allows investors to trade shares purchased through Regulation A+, Regulation Crowdfunding, or Regulation D for companies who have engaged StartEngine Secure LLC as their transfer agent. The term “Rapid,” when used in relation to transactions on SE Marketplace, specifically refers to transactions that are facilitated on SE Secondary, This is because, unlike with trades on the StartEngine Bulletin Board (“SE BB”), trades on SE Secondary are executed the moment that they are matched.

StartEngine Bulletin Board (“SE BB”) is a bulletin board platform on which users can indicate to each other their interest to buy or sell shares of private companies that previously executed Reg CF or Reg A offerings not necessarily through SE Primary. As a bulletin board platform, SE BB provides a venue for investors to access information about such private company offerings and connect with potential sellers. All investment opportunities on SE BB are based on indicated interest from sellers and will need to be confirmed. Even if parties express mutual interest to enter into a trade on SE BB, a trade will not immediately result because execution is subject to additional contingencies, including among others, effecting of the transfer of the shares from the potential seller to the potential buyer by the issuer and/or transfer agent. SE BB is distinct and separate from SE Secondary. SE Secondary facilitates the trading of securities by matching orders between buyers and sellers and facilitating executions of trades on the platform. By contrast, under SE BB, SE Primary assists with the facilitation of a potential resulting trade off platform including, by among other things, approaching the issuer and other necessary parties in relation to the potential transaction. The term “Extended”, when used in relation to transactions on SE Marketplace denotes that these transactions are conducted via SE BB, and that these transactions may involve longer processing times compared to SE Secondary for the above-stated reasons.

Even if a security is qualified to be displayed on SE Marketplace, there is no guarantee an active trading market for the securities will ever develop, or if developed, be maintained. You should assume that you may not be able to liquidate your investment for some time or be able to pledge these shares as collateral.

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Private Market Education | StartEngine Insights