[May 12, 2025]

Morgan Stanley at Work Report Reveals State of Play Among Private Company Decision-Makers in Considering Liquidity Events

Morgan Stanley at Work (MSAW) today released its second edition of Liquidity Trends: Perspectives from Private Company Leaders. Amid economic and market uncertainty the report reveals private companies at every stage are increasingly planning for liquidity events.

Key findings from the report include:

• Equity compensation adoption has grown significantly. Three out of four (76%) companies now offer equity compensation plans, up 11% from 2021. And it's not just reserved for executives, with inclusion rates as high as 69% among large companies. Further, 100% of decision-makers agree equity compensation will play an increased role in attracting and retaining talent over the next 5 years.
• Pressure is on to provide liquidity. Four out of five equity compensation decision-makers feel pressure to facilitate a liquidity event with more than one in four (27%) feeling a lot of pressure. Investors and employee stock owners are typically the source.
• Going public has returned as a key goal. As of January 2025, 45% of private companies reported that the ultimate goal for their business is an initial public offering, up from 13% in 2023.
• And staying private long-term has waned. Alongside the rise in firms seeking an IPO, fewer companies now report plans to remain private long-term (23% vs. 37% in 2023).
• Near-term however, IPOs are taking a backseat to tender offers. When asked which type of event private companies would most likely do next, tender offers emerged at the top (39%) surpassing IPOs (31%).
• Yet many are not confident in executing a tender. Only 5% feel their organization is very prepared to facilitate a tender offer compared to 41% who feel very prepared for an IPO.

"While companies recognize the value of providing liquidity opportunities, especially as equity participation grows, there's still a gap in understanding how to execute effectively," said Kate Winget, Chief Revenue Officer, Morgan Stanley at Work. "Liquidity events are complex for companies and participants alike when you consider vesting schedules, restrictions and tax implications. If not done right, executing on one can turn something that should be a significant and positive milestone into a pain point. With this in mind, it is important for companies to build their team of experts and resources to be ready. When companies can seamlessly facilitate a liquidity event, they can focus on what's important-keeping talent engagedby turning paper incentives into real rewards."

The momentum building for liquidity events is tangible. In the first 4 months of 2025, Morgan Stanley at Work has already seen volume surpass all of 2024. As of May 2, 2025, MSAW saw $8B+ in liquidity transactions compared to $6.1B in the full year of 2024.

"Amid uncertainty in the public markets, we've seen a significant rise in interest around private markets among both retail and institutional investors," said Michael Gaviser, Head of GIMA, Private Markets & Portfolio Solutions, Morgan Stanley Wealth Management. "Further, they are turning to trusted institutions to provide access to robust liquidity solutions in the secondary markets. And while more seek opportunities to invest in this area of the market, we continue to make significant strides in democratizing access."

The report follows Morgan Stanley Wealth Management's launch of its Private Markets Transaction Desk, a concierge service that empowers eligible shareholders and investors, including participants of Morgan Stanley at Work clients, to buy and sell eligible private company shares in the highly fragmented secondary market.

The complete report for Morgan Stanley at Work's Liquidity Trends: Perspectives from Private Company Leaders 2025 can be found here.

Methodology: The Liquidity Trends Survey was commissioned by Morgan Stanley at Work and executed in January - February of 2025 in partnership with 8 Acre Perspective, an independent research firm. The research was conducted with 150 senior leaders at private companies offering equity compensation plans. Participation was limited to company decision-makers involved in managing the day-to-day operations of the equity compensation plan and/or selection of the equity compensation plan provider/platform. All participating companies have raised venture capital and completed a Series B or higher fundraising round (78% are C+).

About Morgan Stanley at Work
Morgan Stanley at Work provides workplace financial benefits that build financial confidence and foster loyalty-helping companies attract and retain top talent. Our end-to-end solutions support your organization at any stage of growth through a powerful combination of modern technology, insightful guidance, and dedicated service; they include Equity, Retirement, Deferred Compensation, Executive Services, and Saving and Giving solutions. And while we're fulfilling your company's benefits needs, we're also enhancing your employees' financial well-being. Each benefit solution also includes our engaging Financial Wellness program, which provides employees with knowledge, tools, and support to help them make the most of their benefits and achieve their life goals.

About Morgan Stanley Wealth Management
Morgan Stanley Wealth Management is a leading financial services firm that provides access to a wide range of products and services to individuals, businesses, and institutions, including brokerage and investment advisory services, financial and wealth planning, cash management and lending products and services, annuities and insurance, retirement, and trust services.

Morgan Stanley Smith Barney LLC ("Morgan Stanley") and its Financial Advisors and Private Wealth Advisors do not provide any tax/legal advice. Consult your own tax/legal advisor before making any tax or legal-related investment decisions.

About Morgan Stanley
Morgan Stanley is a leading global financial services firm providing a wide range of investment banking, securities, wealth management and investment management services. With offices in 42 countries, the Firm's employees serve clients worldwide including corporations, governments, institutions and individuals. For further information about Morgan Stanley, please visit www.morganstanley.com.

Content and services available to non-US participants may be different than those available to US participants. Morgan Stanley Wealth Management is the trade name of Morgan Stanley Smith Barney LLC, a registered broker-dealer in the United States.

© 2025 Morgan Stanley at Work services are provided by Morgan Stanley Smith Barney LLC, member SIPC, and its affiliates, all wholly owned subsidiaries of Morgan Stanley.

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