In a significant shift within the venture capital landscape, fast-growing AI startups are increasingly leveraging secondary sales and tender offers to provide early liquidity to their employees. This strategy, exemplified by companies like Clay and ElevenLabs, marks a departure from previous trends where such transactions primarily served as founder windfalls. Instead, these innovative companies are using early cash-outs as a powerful tool for talent retention and boosting morale in a highly competitive market.
The Rise of Employee Tender Offers
The trend gained notable traction in May when AI sales automation startup Clay announced it would allow most employees to sell a portion of their shares at a $1.5 billion valuation. This move, coming just months after its Series B funding, was a rarity for a relatively young company. Since then, other rapidly expanding startups have followed suit. Linear, a six-year-old AI-powered competitor to Atlassian, completed a tender offer at its $1.25 billion Series C valuation.
More recently, three-year-old ElevenLabs authorized a $100 million secondary sale for its staff, achieving a $6.6 billion valuation – double its previous value. Clay itself returned to the market last week, allowing employees to sell stock at a $5 billion valuation, a more than 60% increase from its $3.1 billion valuation announced in August, after tripling its annual recurring revenue (ARR) to $100 million in one year.
A Critical Shift from the 2021 Bubble
Initially, these secondary sales at soaring valuations for young, potentially unproven companies might evoke memories of the 2021 bubble, characterized by premature 'cash-outs.' A notorious example from that period is Hopin, whose founder, Johnny Boufarhat, reportedly sold $195 million worth of stock just two years before the company's assets were acquired for a mere fraction of its peak $7.7 billion valuation.
However, a critical distinction separates today's market from the ZIRP (Zero Interest Rate Policy) era. During that boom, a significant portion of secondary deals provided liquidity almost exclusively to the founders of high-profile companies. In stark contrast, the recent transactions from Clay, Linear, and ElevenLabs are structured as tender offers designed to benefit a broader base of employees.
Benefits for Talent Retention and Morale
This shift towards employee-wide tender offers is largely viewed favorably by investors, a stark contrast to the disapproval often met by the outsized founder payouts of 2021. Nick Bunick, a partner at NewView Capital, a VC firm focused on secondary markets, shared his positive outlook with TechCrunch:
“We’ve done a lot of tenders, and I haven’t seen any drawbacks yet.”
Bunick emphasized that as companies remain private longer and the competition for talent intensifies, offering employees the opportunity to convert some of their paper gains into cash becomes a powerful tool for recruitment, morale, and retention.
“A little liquidity is healthy, and we’ve certainly seen that across the ecosystem.”
Clay co-founder Kareem Amin echoed this sentiment during his company's first tender offer, explaining to TechCrunch that the primary motivation was to ensure that "the gains don’t just accumulate to a few people." Indeed, many fast-growing AI startups recognize that without offering early liquidity, they risk losing their top talent to public companies or more established startups like OpenAI and SpaceX, which regularly conduct tender sales.
Potential Second-Order Effects for Venture Capital
While the positive impact of allowing startup employees to realize cash rewards from their hard work is evident, Ken Sawyer, co-founder and managing partner at secondary firm Saint Capital, points to potential unintended second-order effects.
“It is very positive for employees, of course,” he said. “But it enables companies to stay private longer, reducing liquidity for venture investors, which is a challenge for LPs.”
Sawyer's concern highlights a potential long-term challenge for the venture ecosystem: if tender offers become a prolonged substitute for traditional IPOs, limited partners (LPs) – the institutional investors who fund venture capital firms – may not see the cash returns they expect. This could lead to a reluctance to back VC firms, potentially creating a vicious cycle that starves startups of crucial early-stage funding.








