Ondo Brings Private Company Exposure Onchain

Ondo Finance is expanding beyond public securities with Ondo Private Markets, a new platform offering tokenized notes linked to the economic performance of private companies. According to the company’s official October 5 announcement, the first market will reference a pre-IPO artificial intelligence company and is expected to begin secondary trading this week. Ondo plans to add exposure to companies across robotics, cybersecurity, biotechnology, defense, energy, space and infrastructure.

The product does not give investors shares in those businesses. Instead, each token represents a note whose eventual payout is tied to the per-share value realized on the referenced company’s common stock at a qualifying liquidity event. Private Markets therefore tokenizes contractual economic exposure rather than direct private-company ownership. Holders do not receive the underlying shares or the shareholder rights that would normally accompany them.

Payouts Depend on Future Liquidity Events

Ondo defines qualifying events broadly but specifically. They include a public listing followed by six months of trading, an acquisition transferring majority control, bankruptcy or insolvency, substantial liquidation, or the passage of ten years without another qualifying event. Ordinary funding rounds, employee tender offers and routine secondary sales do not trigger redemption. One note is designed to pay the liquidity-event value of one reference-company common share, less applicable taxes and settlement charges.

That structure differs materially from Ondo’s public-equity products. Ondo Stocks products such as SPCXon provide tokenized exposure to securities that already trade publicly, while Private Market Notes depend on a future event to establish their contractual redemption value. Investors are therefore exposed both to the referenced company’s economic performance and to the terms and performance obligations of the note issuer.

The issuer disclosed for the Private Markets product line is PM Issuer Co (BVI) Limited, separate from Ondo Global Markets (BVI) Limited, which issues Ondo’s existing public-market tokens. Ondo’s website also warns that its tokens are not themselves stocks and do not entitle holders to receive the underlying assets. The legal wrapper matters because buying an onchain note does not place the investor directly on the private company’s capitalization table.

24/7 Trading Does Not Guarantee Liquidity

Ondo says eligible investors can self-custody the notes and trade them continuously through the Ondo Perps Spot Market, with additional venues potentially supporting them later. However, secondary-market prices are determined by buyers and sellers rather than a public reference price for the private company. Ondo explicitly warns that spot prices may diverge significantly from the company’s latest private valuation or the amount ultimately paid at a qualifying liquidity event. Liquidity can also be limited and spreads can be wide.

Continuous trading is similarly conditional. The Ondo Perps Spot Market is intended to operate 24/7, but trading remains subject to maintenance, risk controls and pauses imposed by the issuer. Transfers are available to eligible holders rather than unrestricted globally, and U.S. persons are prohibited from subscribing for, acquiring or redeeming the tokens under the current offering framework. Onchain transferability therefore reduces some traditional private-market frictions without eliminating securities-law restrictions or secondary-market liquidity risk.

The launch extends Ondo’s broader effort to connect blockchain markets with conventional financial infrastructure. Its U.S. subsidiary has already joined DTCC’s Fund/SERV network, while a separate partnership is connecting Ondo tokenized securities with Clearstream’s custody and settlement infrastructure. Private-company exposure, however, presents a different valuation problem because there is no continuously observable public share price.

Other platforms have already experimented with that gap, including Bitget’s SpaceX-linked preSPAX product. Ondo Private Markets pushes the model further by building a dedicated product line around tradable notes tied to future private-company liquidity events. Its significance will ultimately depend on whether those markets develop durable price discovery and secondary liquidity, rather than simply whether private-company exposure can technically be represented and transferred onchain.