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Secondaries · Mechanics & Pricing

The Secondary Window. How liquidity opens — and how it is priced.

The Trading Desk shows how liquidity feels. This page shows how it actually works — when the window opens, what governs it, and how a transfer is priced. Not to sentiment, not to hype, but to net asset value and to the instrument’s own structure. A disclosed mechanism, opened at defined intervals, governed in full by the qualified Offering Circular. This is the institutional answer to Main Street’s oldest objection, stated as architecture rather than comfort.

What The Window Is

A secondary window is a disclosed liquidity mechanism — not a continuous market, not a redemption desk.

Begin with precision, because the word “liquidity” carries too many meanings on Main Street and not enough discipline. An AMP secondary window is a defined, supervised interval during which a holder may seek to transfer an interest in a position. It is not an exchange that quotes a price every second. It is not a redemption counter where an issuer buys an investor out on demand. It is a mechanism — opened at intervals disclosed at the moment of subscription, governed by the qualified Offering Circular for each position.

The distinction matters because it is the difference between a promise an issuer cannot honestly make and an architecture an issuer can build, document, and stand behind. A continuous market implies a buyer is always present; a redemption desk implies the issuer will always pay. A disclosed window implies neither. It says only this: at known intervals, on known terms, a route out is opened — and everything about that route was written into the document before a single dollar was committed. The route out is shown before the route in is opened.

Everything that follows on this page is an elaboration of that one sentence. When the window opens, what governs it, and how a transfer inside it is priced — each answer is a property of the structure, disclosed in advance, never improvised under pressure later.

Defined Intervals, not continuous
Disclosed At subscription
NAV The pricing anchor
OC Governs every window

The Cadence

When the window opens — rhythm, not whim.

A disclosed mechanism needs a disclosed rhythm. The institution never wondered whether a liquidity moment would arrive; it knew the calendar before it committed capital. The AMP secondary window extends that same discipline to the individual. The cadence below is illustrative of how a window mechanism is structured — the actual schedule for any position is set by, and governed by, its qualified Offering Circular. It is a description of the mechanism, never a promise of an event.

Cadence 01

Periodic intervals

Windows open at defined intervals — quarterly-style periods are a common institutional cadence — rather than continuously. Between windows the position is held, not traded. The interval is disclosed at subscription so a holder knows the rhythm of liquidity before entering, not after. Periodic and supervised, never always-on.

Cadence 02

Notice periods

A holder signals intent to transfer within a disclosed notice period ahead of a window. The notice period lets the mechanism gather demand, reference current NAV, and price transfers in an orderly way — rather than reacting to a single holder on a single day. Orderly by design.

Cadence 03

Blackout discipline

Windows close during disclosed blackout periods — around valuation events, material disclosures, or other circumstances set out in the Offering Circular. Blackouts protect every holder by ensuring transfers never occur on stale or asymmetric information. The discipline of not opening is part of the mechanism.

The cadence is the answer to a fair question — “how long until I can move?” — given as a structural fact rather than a hopeful estimate. A holder knows the interval, knows the notice period, and knows the conditions under which a window will not open. None of it is a guarantee that any single transfer will clear; all of it is disclosed before subscription, and all of it is governed by the qualified Offering Circular for the position.

How Price Is Set · The Core

Price is referenced to structure and NAV — never to sentiment.

This is the heart of the page, and the part Main Street should learn first. When a secondary interest changes hands, the question is not “what is the mood today?” It is “where does this interest sit in the capital stack, and what is it worth against net asset value?” Pricing follows the same lens that built the position: its seniority, its security, and its remaining term. The valuation discipline that protected the institution on entry is the discipline that prices the individual’s exit.

Two ideas make this concrete: the mark relative to NAV, and the bid/offer spread. A mark is simply where a transfer prices against the position’s net asset value — at NAV, at a premium, or at a discount. The spread is the gap between what a buyer will pay and what a seller will accept. Neither is set by narrative. Both are functions of structure and of how much demand the window gathers. The cards below set out the mechanics plainly.

Pricing 01

The anchor is net asset value

Every mark begins at NAV — the documented, current value of the underlying position. NAV is the reference point, not a marketing number. A transfer prices relative to NAV, and the Offering Circular defines how NAV itself is struck. The anchor is a fact in the document, not a sentiment on a screen.

Pricing 02

The mark reflects seniority and security

An interest senior in the capital stack, well-secured, with a shorter remaining term, marks closer to — or above — NAV. A more junior or longer-dated interest may mark at a discount to NAV. The mark is derived from where the interest sits structurally, not from how anyone feels about it on the day.

Pricing 03

The spread is a function of structure and demand

The bid/offer spread widens when an interest is harder to value or demand within a window is thin; it narrows when structure is clean and demand is deep. The spread is mechanical, not editorial — a reflection of certainty and appetite, governed by the window’s disclosed rules. It is never a price the issuer invents.

Pricing 04

Remaining term moves the mark

Time is structural. As a position approaches the end of its term, the remaining path to its documented value shortens, and the mark converges toward that value. A transfer earlier in the term reflects the time still left for the structure to do its work — priced to term, not to impatience.

Read together, these four mechanics retire the fear behind illiquidity with method rather than reassurance. A holder does not have to trust a feeling about price; they can read the structure that produces it. Pricing follows seniority, security, term, and NAV — and the specifics for any position live in its qualified Offering Circular, nowhere else.

Market Education

Two mechanisms that move a secondary: LP-led and GP-led.

The institutional secondaries market is built on two real mechanisms. Understanding them in plain English is the best preparation for understanding what an AMP window does. This is general market education — it describes the institutional market, not any AMP offering, and it makes no AMP-specific promise.

Mechanism 01

LP-led — an existing holder transfers an interest

In the simplest and oldest form, an existing holder of a private interest transfers that interest to another buyer before the underlying position has run its full term. The position itself does not change; only the holder does. The original commitment keeps compounding inside the structure, while the seller receives liquidity sooner than the term alone would have allowed. A change of hands, not a change of structure — priced, as always, to NAV and structure.

Mechanism 02

GP-led — a continuation vehicle for the crown jewels

In the form now defining the modern market, a high-conviction “crown-jewel” position is moved into a new continuation vehicle. Holders who want liquidity take it; the position keeps compounding inside the new structure for those who stay. It is the institution’s way of holding its best assets longer while still honoring the liquidity needs of holders ready to exit — the strongest positions need not be sold to a stranger because a clock ran out.

The scale is no longer niche, and the numbers below are offered strictly as general market context — they describe the institutional secondaries market, not any AMP figure, yield, or return. In 2025, GP-led secondary volume reached approximately $115 billion (market context). Continuation vehicles — the crown-jewel structure above — accounted for the large majority of that GP-led volume and a meaningful share of total secondary volume. The market’s center of gravity has moved toward holding the best positions longer while still delivering liquidity to holders who need it.

~$115B 2025 GP-led volume · market context
2 Real mechanisms · LP-led / GP-led
NAV Both priced to structure
Context Market figures, not AMP figures

AMP does not invent this market; it disciplines it. An AMP secondary window applies these established mechanisms on regulated rails — a disclosed mechanism opening at defined intervals, priced to structure and NAV, governed in full by the qualified Offering Circular for each position.

Eligibility

Who is eligible to participate in a window.

A disclosed mechanism is also a supervised one. Participation in a secondary window is not open to anyone with an opinion and an internet connection; it is open to qualified, verified holders within the relevant cohort, on regulated rails. Eligibility is part of the structure, set out plainly below and governed in detail by the qualified Offering Circular for each position.

Eligibility 01

Qualification under Reg A+ Tier 2

Positions are offered and transferred within the Reg A+ Tier 2 framework. A participant meets the qualification standards that framework requires — the same regulated footing on which the position was first subscribed. Eligibility is a regulatory fact, not a courtesy.

Eligibility 02

Completed KYC and verification

Every participant clears know-your-customer verification before transacting. Identity, suitability, and the integrity of the wire path are confirmed on regulated rails. A window admits verified holders only — the supervision protects every party inside it.

Eligibility 03

Membership in the cohort

A secondary window operates within the cohort that holds the position. Participation belongs to members of that cohort, transacting in the same instrument on the same documented footing as the institutional anchor capital — same vintage, same terms. One deal, one footing, one window.

Eligibility is, finally, the same discipline expressed at the door of the window that governs entry at the door of the position. A holder who could subscribe under the disclosed terms is a holder who may participate in the disclosed window — qualification, verification, and cohort membership, all governed by the qualified Offering Circular.

The Lifecycle

The life of a position — from subscription to settlement.

Put the mechanics in sequence and the window stops being abstract. Here is the full arc of a position, from the day it is subscribed to the day a transfer settles. The exit is not the surprise at the end of the story; it is a chapter written before the first one begins.

  1. 01

    Subscription — entry on disclosed terms

    Before capital is committed, the qualified Offering Circular sets out the instrument’s structure, term, seniority, and the secondary window that governs its exit — including the cadence, the notice periods, and the eligibility to participate. The position is subscribed under Reg A+ Tier 2 qualification, from a $1,000 minimum, on the same terms and vintage as the institutional anchor capital. The route out is disclosed at the moment of the route in.

  2. 02

    Hold — the structure does its work

    Through the term the instrument does what its seniority and security were built to do. The position is held, not traded; its value is a function of structure, referenced to net asset value. Between windows there is no continuous market — only the structure, compounding toward its documented value.

  3. 03

    The window opens — at the disclosed interval

    At the intervals disclosed at subscription, and outside any blackout, the secondary window opens under its governed rules. Eligible holders signal intent within the notice period. It is periodic and supervised — a disclosed mechanism, not a continuous market and not a redemption promise.

  4. 04

    Priced to structure — marked to NAV and seniority

    Within the window, a secondary interest is marked against the instrument’s seniority, its security, and its remaining term — referenced to net asset value, never to sentiment. The mark and the bid/offer spread are functions of structure and demand. The mechanism is disclosed; the outcome of any individual transfer is never promised.

  5. 05

    Match and transfer — eligible buyer to eligible seller

    Demand gathered through the notice period is matched within the window: a verified, eligible buyer to a verified, eligible seller, at a price referenced to structure and NAV. The position itself does not change; only the holder does. No improvisation, no narrative pricing — only the disclosed mechanism doing what the document said it would.

  6. 06

    Settle — on regulated rails, on the record

    The transfer settles through regulated infrastructure, on the record, governed by the qualified Offering Circular. Liquidity engineered for the people, completing exactly as the wrapper always said it would — built before the position was ever sold, and honored when the window opens.

The Disciplines

The guardrails of a disclosed window.

These are the disciplines that keep a secondary window honest. They are not aspirations; they are the rules that make a structured exit something an individual can rely on. Each one holds whether the market is rising or falling, because each is a property of the structure rather than of the moment.

Discipline The standard, plainly stated
01 · A mechanism, never a guarantee The window is a disclosed mechanism opening at defined intervals — never a guaranteed event. A holder may use the window; the window does not promise a buyer, a price, or an outcome.
02 · Priced to structure, not narrative Every mark is referenced to seniority, security, remaining term, and NAV — never to sentiment or hype. The lens that built the position is the lens that prices its transfer.
03 · No figure outside the OC No yield, return, mark, or recovery figure exists outside the qualified Offering Circular. The document governs; specifics live there and nowhere else.
04 · The route out is shown first The cadence, the pricing method, and the eligibility to participate are all disclosed at subscription. The route out is shown before the route in is opened.
05 · Supervised eligibility Only qualified, KYC-verified members of the cohort participate in a window. Supervision at the door protects every holder inside it.
06 · Same footing as the institution The individual transacts on the same structural footing as the institutional anchor capital — same vintage, same terms, same instrument. No parallel set of better terms held back.

The Doctrine

Liquidity, engineered for the people.

A window is financial architecture, but the conviction behind it is older than any market mechanism. The exit must be engineered with the same rigor as the entry — and engineered for the individual, not only for the institution. Dr. C.Y. Thomas wrote, four decades ago, of a development built by and for the people who had been left outside the structures of capital. A disclosed secondary window, priced to structure and opened on a known cadence, is that idea made operational: a way out designed for Main Street with the same discipline Wall Street long reserved for itself.

Another form of development, by the poor and for the poor, is not only possible but necessary.

Dr. C.Y. Thomas · The Poor and the Powerless · 1988

A structured exit, marked to NAV and disclosed before entry, is what that conviction looks like inside a capital market — liquidity built by the people and for the people, on the same footing the institution stands on. The structure that prices the institution’s exit is the structure that prices the individual’s; that, after Dr. C.Y. Thomas, is the whole purpose of the window.

The Invitation

You have seen how it works. Now see how it feels.

The secondary window is the answer to the question Main Street has always asked of private markets: once in, how do you get out? You now know the mechanics — the cadence that sets when a window opens, the pricing that references NAV and structure rather than sentiment, the eligibility that keeps the window supervised, and the lifecycle that carries a position from subscription to settlement. Each is a disclosed mechanism, never a guaranteed event, governed in full by the qualified Offering Circular for each position.

The Trading Desk lets you feel that mechanism in motion. The Education pillar shows you why it matters. Capital, by the people. For the people. The exit included.

From $1,000 · Reg A+ Tier 2 qualified · Available at SEC qualification.