In a private equity secondary, an LP sells its fund interest, or a GP moves assets into a continuation vehicle, at a price set against reported NAV. Buyers set that price by looking through the fund to its holdings. LPs who see the same holdings negotiate from a better position.
This guide explains how the private equity secondaries market works, what it looks like in numbers, how buyers price an LP interest from fund holdings, and how LPs can prepare to sell or to answer a GP-led proposal.
Key takeaways
- The market is at record size. Jefferies counted $240 billion of secondary volume in 2025, up 48% on 2024.
- Prices are quoted against NAV. LP portfolios averaged 87% of NAV in 2025: buyout 92%, credit 91%, venture and growth 78%, real estate 70%.
- GP-led deals now lead. In the first half of 2026, GP-led volume was 53% of the market, the first GP-led majority since 2021.
- Buyers price holdings, not funds. The bid reflects a view on each significant holding, the fund’s age, and its unfunded commitments.
- Sellers should look through first. Knowing which holdings drive the discount helps you choose what to sell and test the bid. Our look-through analysis guide shows the method.
What private equity secondaries are
- LP-led secondaries. An investor sells one or more fund interests, usually to a dedicated secondary fund. The buyer takes over the remaining value and the unfunded commitment.
- GP-led secondaries. The manager moves one or more companies from an older fund into a new continuation vehicle it also manages. Existing LPs choose to sell for cash or roll their exposure.
- Single-asset and multi-asset deals. Continuation vehicles can hold one company or several, which changes how concentrated the rolled exposure is.
The secondaries market in numbers
| Metric | 2025 | First half of 2026 |
|---|---|---|
| Total secondary volume | $240 billion, up 48% | $118 billion |
| LP-led volume | $125 billion (52%) | $56 billion (47%) |
| GP-led volume | $115 billion (48%) | $62 billion (53%) |
| Average LP portfolio price | 87% of NAV | 87% of NAV |
| By strategy | Buyout 92%, credit 91%, venture and growth 78%, real estate 70% | Not reported here |
| By fund age | Under 5 years 95%, over 10 years 73% | Not reported here |
Source: Jefferies Global Secondary Market Reviews (the full-year 2025 review and the July 2026 review of the first half). Other advisers report different totals: Evercore, for example, counts $226 billion for 2025.
Jefferies attributed the stable pricing in the first half of 2026 to demand for diversified, high-quality portfolios. Older funds trade at deeper discounts, and about one-third of LP-led deals now include deferred payments, which lets sellers defend a headline price.
How buyers price an LP interest
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Set a reference date
The price is quoted as a percentage of NAV at a past quarter end, usually the latest audited or reported one.
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Read the data room
Fund financial statements and schedules of investments, quarterly reports, capital account statements, and the LPA.
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Re-underwrite the holdings
Value each significant holding, model cash flows to exit, and apply the buyer’s target return.
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Adjust for activity since the reference date
Capital calls the buyer will fund and distributions the seller has already received change the cash at closing.
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Account for the unfunded commitment
The buyer takes over future calls, which lowers what it pays today.
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Agree the structure
Payment timing, deferrals, and the GP’s consent to the transfer.
Example: a buyer’s view of one LP interest
The family office from our look-through example considers selling its interest in Sample Fund III, worth $7.8 million at June 30, 2026. A buyer looks through to the holdings and forms a view on each one.
Holding-level view of the Fund III interest
| Holding | Your share of NAV ($000) | Buyer’s view (% of NAV) | Buyer’s value ($000) | Why |
|---|---|---|---|---|
| Portfolio Company A | 1,560.0 | 100% | 1,560.0 | Strong results, recent mark well supported |
| Portfolio Company B | 1,326.0 | 95% | 1,259.7 | Growing, last round 18 months old |
| Portfolio Company C | 990.6 | 70% | 693.4 | Marks falling three quarters in a row |
| Portfolio Company D | 795.6 | 90% | 716.0 | In line with plan |
| Portfolio Company E (term loan) | 709.8 | 98% | 695.6 | Performing senior loan |
| Other software holdings | 1,107.6 | 85% | 941.5 | Unnamed in the condensed schedule |
| Other healthcare holdings | 514.8 | 90% | 463.3 | Unnamed in the condensed schedule |
| Other consumer holdings | 319.8 | 90% | 287.8 | Unnamed in the condensed schedule |
| Cash and other net assets | 475.8 | 100% | 475.8 | Cash |
| Total | 7,800.0 | 90.9% | 7,093.2 |
Before its target return and the unfunded commitment, the buyer’s holding-level view comes to 90.9% of NAV. The two largest gaps are Company C, whose marks have fallen for three quarters (see our guide to Level 3 assets), and the software holdings the condensed schedule does not name. A seller who sees the same holdings can ask for the names, explain Company C’s plan, or keep the interest and sell another.
Illustrative example. All funds and companies are fictional, and the percentages are a simplified way to show how holding-level judgments add up. Real bids come from cash flow models.
What drives the price of an LP interest
- Strategy. Buyout and credit interests trade closer to NAV than venture or real estate.
- Fund age. Young funds price near NAV; tail-end funds at deep discounts.
- Concentration. A few holdings carrying most of the NAV make the price depend on those companies. See our guide to concentration risk.
- Unfunded commitments. The more the buyer has to fund later, the less it pays now.
- Information quality. Condensed schedules and stale marks widen the range of views, and buyers price uncertainty.
How LPs can prepare to sell
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Look through every interest you might sell
Holdings, marks, and movements over the last quarters, from each fund’s schedule of investments.
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Find the discount drivers
Concentrated positions, falling marks, unnamed holdings, and large unfunded commitments.
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Choose what to sell
Sometimes selling the interest the market prices best, and keeping the one it prices worst, gives a better result.
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Prepare the data room
Statements, schedules, and capital activity in one place, with each figure traceable.
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Read the bid against your own view
Compare the buyer’s price with your holding-level view, not only with NAV.
When your GP proposes a continuation vehicle
In a GP-led deal, existing LPs usually choose between selling for cash and rolling into the new vehicle, sometimes with an option to keep their current terms. The manager typically obtains a fairness opinion on the price.
- Look at the asset’s history. How its marks moved in the schedules of investments, quarter by quarter.
- Check your total exposure. If other funds of yours own the same company, rolling increases concentration.
- Compare the price with the latest mark. A price above the mark supports the valuation; a price below it raises questions about past marks.
How FundCount helps LPs in the secondaries market
FundCount AI Document Intelligence collects statements from your investor portals and email, converts them into accounting-ready data, and posts them to your books, with the source document one click from each posted figure. It now also extracts the schedule of investments from GP financial statements, so you can look through an interest before you sell it or decide on a continuation vehicle.
- Extracts asset-level data from GP financial statements: security name, industry, country, round or share class, shares, cost, and fair value.
- Tracks quarter-over-quarter movements in cost and fair value for each holding.
- Shows exposure by industry, country, and share class, filtered by year, quarter, fund, and holding company.
- Shows where the same security appears across different GPs.
- Keeps co-investments, valued from their own schedules of investments, next to fund holdings.
The extracted data sits in the same platform that runs FundCount’s portfolio accounting, partnership accounting, and reporting, used by family offices and by the fund administrators that report to LPs.
Watch-outs
- FundCount extracts what each GP discloses. Grouped lines in a condensed schedule stay grouped until the GP provides the names.
- Holdings data covers what each fund owns and what it is worth. Company KPIs such as revenue and EBITDA come from GP portfolio company updates.
Know what you are selling before the buyer does
In a guided walkthrough on real-world scenarios, we extract a fund’s schedule of investments and show the holdings, marks, and movements behind an LP interest.
FAQs
What are private equity secondaries?
Transactions in existing private equity interests: LPs selling fund interests (LP-led) or managers moving companies into continuation vehicles (GP-led).
How are LP interests priced in the secondary market?
As a percentage of NAV at a reference date. Buyers value the underlying holdings, adjust for capital activity since that date, and account for the unfunded commitment they take over.
What was the average secondary price in 2025?
Jefferies reported 87% of NAV for LP portfolios in 2025, with buyout at 92%, credit at 91%, venture and growth at 78%, and real estate at 70%.
What is a continuation vehicle?
A new fund managed by the same GP that buys one or more companies from an older fund, giving existing LPs the choice to sell or roll.
Why do older funds sell at bigger discounts?
Their remaining holdings are often the harder-to-sell assets, and buyers price the uncertainty about when and at what value they will exit.
What data do secondary buyers ask for?
Fund financial statements and schedules of investments, quarterly reports, capital account statements, the LPA, and details on the largest holdings.
Sources and methodology
Sources: Jefferies Global Secondary Market Review (2025 review and July 2026 review); Ropes & Gray secondaries update (September 2026), summarizing Evercore’s first-half 2026 review on deferred payments; industry summaries of continuation vehicle mechanics. FundCount capabilities reviewed in October 2026.
Example: all funds and companies are fictional; holding values reconcile with our schedule of investments and look-through examples.
Scope: general information, not investment, accounting, or legal advice.
Published: October 2026.