Two Ways to Invest in Private Companies: Ownership vs. Price Exposure
You don't have to be on the cap table to participate in a private company's upside. Learn the difference between stock ownership and price exposure.
By Emily Hsia·Updated
When someone says they want to invest in private companies — whether that means OpenAI, Stripe, or SpaceX — they can mean two very different things. They might want to own actual shares in the company. Or they might want price exposure — a way to profit (or lose) based on how the market values the company, without ever holding the underlying stock.
Both are legitimate ways to participate. But they work differently, come with different rights and restrictions, and suit different types of investors.
What you get when you own stock
Owning stock means you hold an actual security — a share in the company. In public markets, this is straightforward: you buy shares on an exchange, they sit in your brokerage account, and you can sell them whenever the market is open.
In private markets, it is much harder — and for most people, it is not a realistic option at all.
For private markets, the most direct path is getting on the cap table through a primary funding round. But in practice, the most sought-after private companies do not open their rounds to anyone who wants to invest. Access is typically reserved for venture firms, institutional investors, and well-known individual investors. For the vast majority of people, this path is closed.
The next option is in secondary markets, where existing shareholders — employees, early investors, or insiders — sell their shares to new buyers. But these transactions almost always require the buyer to be an accredited investor, minimums often start at $10,000 to $50,000, and the process involves transfer restrictions, company approval, and often weeks of back-and-forth.
There are also SPVs (special purpose vehicles), which pool capital from multiple investors to buy private shares. But with an SPV, you do not own the company's stock directly — you own a share of the SPV, which in turn holds the stock. That adds a layer of fees and complexity, and SPVs are typically only available to accredited investors.
What you get in return for all that friction:
- Ownership — you (or the SPV you are in) are on the cap table
- Shareholder rights — potentially voting, information rights, and dividend eligibility
- Direct exposure — your returns are tied directly to the share price
What you take on:
- Extreme access barriers — primary rounds require connections; secondaries and SPVs require accreditation
- Illiquidity — selling can be difficult, slow, or impossible before an IPO
- High minimums — secondary deals and SPVs often require $10k–$50k or more
- Transfer friction — rights of first refusal, company approvals, and blackout periods
For a full breakdown of who qualifies and how each path works, see our guide on how to invest in private companies.
What you get with price exposure
Price exposure means you participate in a company's price movement without holding the underlying stock. You do not own shares, you are not on the cap table, and you have no shareholder rights. What you have is a position whose value changes based on the market's view of the company.
This is how most derivatives work. Instead of buying the asset itself, you enter a contract or position that tracks the asset's price. If the price goes up and you are long, you profit. If it goes down, you lose. The mechanics mirror ownership on the price axis — but everything else is different.
What you get:
- Price participation — your returns reflect changes in the company's implied valuation
- Accessibility — many derivative structures do not require accredited-investor status
- Liquidity — you can typically enter and exit positions at any time
- Lower minimums — some platforms allow positions starting at $10 or less
What you give up:
- No ownership — you do not hold shares and are not on the cap table
- No shareholder rights — no voting, no information rights, no dividends
- Product-specific risks — funding costs, counterparty risk, and platform-specific mechanics that vary by venue
How to get price exposure without owning shares
If you want to participate in the upside of a private company's valuation without getting on the cap table, you do not need to buy the actual shares. Two common ways to do that today are perpetual futures and prediction markets.
A key difference from traditional private investing is that you don't need to be accredited to participate, and you can enter or exit whenever you want, rather than waiting for a company-approved transaction or a limited liquidity window.
Perpetual futures
Platforms like Ventuals offer perpetual futures, which let you bet on whether a private company’s valuation will go up or down.
The simplest way to think about it is this: Instead of buying the company's shares, you are taking a bet on the company's value.
- If you think the valuation will go up, you go long
- If you think the valuation will go down, you go short
Your gains and losses move directly with the company’s market valuation.
For example, say the market valuation for SpaceX is trading at $1.25 trillion on Ventuals and you open a $500 long position. If the valuation rises 10% to $1.375 trillion, your position is up roughly $50. If it drops 10%, you will lose roughly $50. You can exit your position at any time.
Prediction markets
Platforms like Polymarket and Kalshi let you trade on the outcome of specific events — for example, "What will Company X's valuation be at IPO?"
Prediction markets contracts are usually yes/no bets, and you buy a contract at a price between $0 and $1:
- A price of $0.65 means the market currently thinks there is about a 65% chance the event will happen
- If the event happens, the contract settles at $1
- If the event does not happen, it settles at $0
For example, you might buy a contract asking "Will OpenAI's valuation exceed $1 trillion at IPO?" at $0.65 — meaning the market implies a 65% chance. If the event occurs, the contract pays $1.00 and you profit $0.35 per contract. If it does not, you lose the $0.65 you paid. Your profit is fixed regardless of whether the valuation lands at $1.1 trillion or $2 trillion.
The important difference is that prediction markets are about whether something happens, not how much the company’s value changes.
So if a company’s valuation goes from $1 trillion to $2 trillion, a prediction market contract might not help you much unless the contract was specifically about that outcome. With perpetual futures, your position moves with the valuation itself. With prediction markets, your result depends on whether the event in the contract happens.
A worked example: same company, three paths
Imagine a private company with an implied valuation of $100 billion. Three investors each put in $1,000 — but through different structures.
Path 1: Secondary shares (ownership)
Investor A buys $1,000 worth of secondary shares. They now own a tiny slice of the company.
- Valuation rises to $200B (+100%): Their shares are worth roughly $2,000 — a $1,000 gain. But they can only realize that gain if they find a buyer, which could take weeks and cost significant fees.
- Valuation drops to $50B (-50%): Their shares are worth roughly $500 — a $500 loss. And selling at a loss in private markets can be even harder than selling at a gain.
Path 2: Perpetual futures (Ventuals)
Investor B opens a $1,000 long position on Ventuals tracking the same company's implied valuation.
- Valuation rises to $200B (+100%): Their position is worth roughly $2,000 — a $1,000 gain (minus funding costs and fees). They can close the position immediately.
- Valuation drops to $50B (-50%): Their position is worth roughly $500 — a $500 loss. They can close immediately or hold.
The price behavior is similar to ownership with gains and losses. The differences are in the details: no shares held, no shareholder rights, but also no accreditation required and no transfer friction.
Path 3: Prediction market (Polymarket/Kalshi)
Investor C buys $1,000 worth of "yes" contracts on a prediction market betting that the company's valuation will exceed $150 billion by year-end. The market price implies a 60% probability, so each contract costs $0.60 and pays $1.00 if the event occurs.
- Valuation rises to $200B: The event occurs. Investor C's contracts pay out $1,667 — a $667 gain. The return is determined by the odds they bought at, not by how much the valuation moved.
- Valuation rises to $160B: The event still occurs. Same payout: $1,667. The fact that the valuation moved less does not change the return — it is binary.
- Valuation stays at $100B: The event does not occur. Investor C loses the full $1,000.
The payout is not proportional to price movement. It depends entirely on whether a specific threshold is crossed.
Side by side
| Secondary shares | Ventuals (perps) | Prediction market | |
|---|---|---|---|
| What you hold | Actual shares | A price-tracking contract | A binary event contract |
| If valuation +100% | ~+100% (minus fees) | ~+100% (minus fees) | Fixed payout if threshold met |
| If valuation -50% | ~-50% | ~-50% | Full loss if threshold not met |
| Liquidity | Low — weeks to sell | High — close anytime | High — close anytime |
| Accreditation required? | Yes | No | No |
| Ownership rights? | Yes | No | No |
Which one is right for you?
There is no universal answer, but the decision usually comes down to what you actually want.
Choose ownership if:
- You are an accredited investor with access to secondary markets
- You want shareholder rights, voting, or a place on the cap table
- You can tolerate illiquidity and high minimums
- You are making a long-term, concentrated bet and do not need to exit quickly
Choose perpetual futures if:
- You care about participating in price movement, not holding the underlying shares
- You want the ability to enter and exit positions at any time
- You do not meet accreditation requirements, or prefer not to deal with the friction of private share transfers
- You want to go long or short — ownership only lets you go one way
Choose a prediction market if:
- You have a specific thesis about a discrete event (IPO date, valuation milestone, etc.)
- You are comfortable with binary outcomes — full payout or full loss
- You want to trade on probability, not on continuous price
For many investors interested in private companies — especially those who are not accredited investors or institutional buyers — price exposure through derivatives is the more realistic path. It does not replace ownership, but it fills a gap that did not have a good solution until recently.
Next steps
- How to Invest in Private Companies: The 2026 Guide — the full breakdown of every path to private-company investing, from direct rounds to derivatives
- 3 Ways to Invest in Unicorn Startups as a Retail Investor — a side-by-side comparison of crowdfunding, ETFs, and derivatives for non-accredited investors
- What Is an Accredited Investor? — what the SEC thresholds are, how verification works, and why you may not need accreditation to get private-company exposure
Want to invest in pre-IPO companies with just $10? Start on Ventuals →