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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 read

Updated May 29th, 2026

What Are Private Markets? A Beginner's Guide

Private markets represent one of the largest and fastest-growing segments of the global economy — yet most individual investors know very little about them. If you've ever wondered what private markets are, how they differ from the stock market, and whether they're relevant to your investing journey, this guide is for you.

Defining Private Markets

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Private markets refer to the buying and selling of securities — primarily equity (ownership stakes) and debt — in companies that are not listed on a public stock exchange like the NYSE or Nasdaq. When you invest in a private market, you're investing in companies that haven't gone through an initial public offering (IPO) and whose shares don't trade on a public exchange.

These companies range from early-stage startups seeking their first round of funding to mature, billion-dollar enterprises that have simply chosen to remain private. In fact, some of the most well-known companies in the world — including SpaceX, Stripe, and many others — have operated as private companies for years, building enormous value before (or instead of) going public.

The Scale of Private Markets

Many people assume that the stock market represents the entirety of the investment universe. In reality, private markets are enormous. As of recent estimates, there are roughly 4,000 publicly traded companies in the United States, but there are over 6 million private companies. The number of public companies has actually declined significantly since the late 1990s, as companies stay private longer and new regulations have made going public more burdensome.

Private equity and venture capital funds alone manage trillions of dollars in assets globally. When you add in private credit, real estate, and infrastructure, private markets rival or exceed public markets in total capital deployed.

How Private Markets Work

Unlike public markets, where you can buy shares through a brokerage app in seconds, private markets operate differently:

Raising Capital

Private companies raise money through private offerings. These can take many forms — venture capital rounds, angel investments, private equity transactions, or offerings made through equity crowdfunding platforms like StartEngine. Each type of offering is governed by specific regulations that determine who can invest and under what terms.

Holding Periods

When you invest in a private company, you typically can't sell your shares the next day. Private investments are considered illiquid, meaning there's no readily available marketplace to trade them. You may hold your investment for years — until the company goes public, gets acquired, or until a secondary market transaction becomes available.

Valuation

Private companies don't have a stock ticker updating every second. Instead, their value is typically determined during funding rounds, through independent appraisals, or through periodic valuations. This means the price of your investment doesn't fluctuate daily the way a public stock does — but it also means you may have less visibility into the current value of your holdings.

Regulation

Private securities offerings are regulated by the U.S. Securities and Exchange Commission (SEC), but they operate under different exemptions than public offerings. The most common frameworks include Regulation D (for accredited investors), Regulation A+ (mini-IPOs open to all investors), and Regulation Crowdfunding (Reg CF), which allows companies to raise capital from everyday investors through registered platforms.

Who Participates in Private Markets?

Historically, private market investing was the exclusive domain of institutional investors — pension funds, endowments, family offices — and high-net-worth individuals known as accredited investors. These investors had the capital, connections, and risk tolerance to access private deals.

That landscape has changed dramatically. Thanks to regulatory reforms like the JOBS Act of 2012, equity crowdfunding platforms now enable non-accredited investors to participate in private offerings. Platforms like StartEngine have opened the door for everyday investors to access opportunities that were previously available only to the wealthy and well-connected.

Today, private market participants include:

  • Venture capital and private equity firms — Professional investors who raise funds to invest in private companies
  • Angel investors — Individuals who invest their own money in early-stage companies
  • Institutional investors — Pension funds, endowments, sovereign wealth funds, and insurance companies
  • Retail investors — Everyday individuals investing through crowdfunding platforms and other accessible channels

Why Private Markets Matter

Growth Happens Before the IPO

Some of the most significant value creation in a company's life occurs while it's still private. By the time a company goes public, early investors and employees may have already seen substantial returns. Gaining access to companies during their private phase means potentially participating in that earlier growth.

Diversification

Public stocks and bonds don't represent the entire investable universe. Adding private market investments to a portfolio can provide diversification benefits, since private company returns don't always correlate directly with public market movements.

Innovation

Many of the most innovative companies in technology, healthcare, clean energy, and other sectors are private. Investing in private markets gives you exposure to the cutting edge of innovation — companies building the products and services that may define the next decade.

Longer Time Horizons

Because private companies aren't subject to the quarterly earnings pressure that public companies face, they can often make longer-term strategic decisions. This can lead to more sustainable growth and value creation over time.

Common Misconceptions

"Private markets are only for the rich." While certain private investments do require accredited investor status, regulations like Reg CF and Reg A+ have made it possible for anyone to invest in private companies, sometimes with minimums as low as $100.

"Private investments are too risky." All investments carry risk, and private investments do come with unique risks like illiquidity and limited information. However, risk can be managed through diversification, due diligence, and investing amounts you can afford to hold for the long term.

"You can't sell private shares." While private shares are less liquid than public stocks, secondary markets for private shares do exist and are growing. Platforms are emerging that help connect buyers and sellers of private company shares, creating more liquidity options than ever before.

Getting Started with Private Market Investing

If you're interested in exploring private markets, here are some practical steps:

  1. Educate yourself. You're already doing this. Understanding the landscape, the risks, and the regulations is the most important first step.
  2. Determine your investor status. Know whether you qualify as an accredited investor, as this affects which opportunities are available to you.
  3. Start small. You don't need to invest a fortune. Many offerings on platforms like StartEngine have low minimums, allowing you to get started and learn as you go.
  4. Diversify. Don't put all your private market allocation into a single company. Spread your investments across multiple opportunities and sectors.
  5. Think long-term. Private investments typically require patience. Be prepared to hold your investment for several years.

Conclusion

Private markets represent a vast and dynamic part of the global economy that is increasingly accessible to individual investors. While they come with unique characteristics — including illiquidity, different regulatory frameworks, and longer time horizons — they also offer the potential for portfolio diversification, early-stage growth participation, and exposure to innovative companies.

As platforms continue to lower barriers to entry and secondary markets expand liquidity options, private markets are likely to play an increasingly important role in how everyday investors build wealth. The key is to approach them with education, patience, and a clear understanding of the risks and rewards involved.

Next in the Fundamentals track

Public vs. Private Markets: Key Differences

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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.

Important Message

IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE ISSUER AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. INVESTMENTS ON STARTENGINE ARE SPECULATIVE, ILLIQUID, AND INVOLVE A HIGH DEGREE OF RISK, INCLUDING THE POSSIBLE LOSS OF YOUR ENTIRE INVESTMENT.

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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.

StartEngine facilitates three types of primary offerings:

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.

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What Are Private Markets? A Beginner's Guide