Private Markets,Open Access

Ondo Private Markets brings private-company exposure onchain. It gives eligible investors access to tokenized notes designed to provide economic exposure to leading private companies. Ondo Private Markets is built on the same institutional-grade infrastructure that powers other Ondo products, which lead tokenized equities and tokenized treasuries sectors, with over $3.7 billion in TVL and more than 1 million cumulative holders.

You are buying a tokenized note. The Note’s value is calculated from the per-share value realized on the Reference Company’s common shares, as described in each Note’s offering documentation.

Ondo Private Markets assets follow the ticker nomenclature: “[Reference Company] Private Market Note” with tickers ending in Pon. Private companies don’t have official tickers until they list. The ticker is Ondo’s own designation and is not a prediction of the company’s future ticker.

Yes, you can trade Ondo Private Market exposure on Ondo Perps Spot market. Other secondary trading venues that support the token may be enabled in the future.

Note prices on secondary market trading venues are set by buyers and sellers on the exchange. There’s no public market price or consensus benchmark price for the Reference Company. The Spot price can differ significantly from the Reference Company’s latest private valuation and from what the note eventually pays upon Qualifying Liquidity Events. Liquidity may be limited, and spreads can be wide.

Primary offerings may be available through selected distribution partners and Ondo Private Client. Contact us at private.client@ondo.finance if you’re interested in a primary purchase of any Ondo Private Market assets.

On Ondo Perps Spot Market, Ondo Private Markets assets are available to trade 24/7, subject to platform maintenance, risk controls, and any pause by the Issuer.

A redemption payout is triggered upon a Qualifying Liquidity Event.

Qualifying Liquidity Events include:

• The Reference Company lists publicly and trades for six months, whether through an IPO, direct listing, or a merger where shareholders receive listed stock
• Someone acquires majority control of the Reference Company
• The Reference Company enters bankruptcy, insolvency, or a similar proceeding
• The Reference Company liquidates substantially all of its assets
• Ten years pass from initial issuance with none of the above happening

Ordinary funding rounds, employee tender offers, liquidity programs, and ordinary secondary sales don’t count. The Calculation Agent decides in good faith whether a liquidity event has occurred, what type it is, and its price.

The Note redemption price is fixed according to its terms at the earliest Qualifying Liquidity Event. The Issuer’s obligation is firm and formula-driven.

Each note pays the Liquidity Event Price of one share of the Reference Company’s common stock — 1 Note = 1 Share. The payout is set by the formula in the Token Terms, minus any tax withholding and settlement fees. Payout is not contingent on what the Issuer or an affiliate recovers from any hedge or sourcing arrangement. How the Issuer manages its own exposure is the Issuer’s risk, not the holder’s payout formula.

Support for using Ondo Private Market Notes as collateral on Ondo Perps is coming soon.