I. Introduction In the global asset landscape, equity in unlisted companies—especially high-growth unicorn companies—is an asset sector that combines both scale and potential. However, for a long time, this growth potential has been almost entirely monopolized by professional institutions such as private equity (PE) and venture capital (VC), with only a few institutions and high-net-worth investors able to participate. Ordinary investors can often only watch the growth stories of unicorns in the news. Blockchain and tokenization are changing this landscape. By issuing tokens on-chain to represent equity or economic interests in non-publicly traded companies, the market hopes to build a new secondary market that can be traded 24/7 within a compliant framework, improving liquidity, lowering barriers to entry, and connecting TradeFi and DeFi on a larger scale. Institutions have also given this field extremely high expectations. For example, Citigroup believes that private equity tokenization could grow 80 times within ten years, approaching $4 trillion in size. Against this backdrop, the tokenization of equity in non-listed companies has naturally become one of the most watched sub-sectors within RWA (Rich Personal Asset Tokenization). Its significance lies not only in technological innovation but also in profound changes to asset participation mechanisms, exit strategies, and profit structures. Bitget Wallet Research will guide you through this article to see how equity tokenization will help non-listed companies break through this barrier. II. A Trillion-Dollar "Siege": High Value, Yet Difficult to Enter and Exit From an asset perspective, equity in non-listed companies covers a wide range from startups to large private conglomerates, with holders including founding teams, employee ESOPs/RSUs, angel investors, VC/PE funds, and some long-term institutions. From a funding perspective, according to publicly available data, global PE assets under management are approaching $6 trillion, and VC assets under management are approximately $3 trillion, totaling about $8.9 trillion. Meanwhile, as of mid-2025, the total valuation of global unicorn companies hovered between $4.8 and $5.6 trillion, and this only represents the top few thousand companies at the very top of the pyramid; tens of thousands of mature private companies that have not yet reached the "unicorn threshold" are not fully accounted for. Putting these figures together reveals a stark picture: a massive pool of assets worth trillions, yet a illiquid, walled city. On one hand, this market is inaccessible to the vast majority. Major jurisdictions generally limit primary private equity opportunities to a small circle of qualified and institutional investors, with minimum investments often starting at hundreds of thousands or even millions of dollars. The combination of wealth and institutional barriers makes this asset class virtually untouchable for ordinary investors. On the other hand, those already in the city often struggle to exit. For employees, angel investors, and VC/PE holders, the main exit paths are almost exclusively IPOs or mergers and acquisitions. Unicorn companies commonly postpone IPOs, with ten-year lock-up periods becoming the norm, making it difficult to liquidate their paper wealth for extended periods. While an off-chain private equity secondary market exists, it heavily relies on intermediaries, resulting in opaque processes, high costs, and long cycles, making it difficult to become a large-scale liquidity outlet. The asymmetry between high-value assets and inefficient liquidity mechanisms provides a clear entry point for the tokenization of equity in non-listed companies, namely, to reconstruct a new path for participation and exit without disrupting the regulatory and corporate governance order. III. What does tokenization truly change? Under the premise of compliance, the value brought by tokenization is not only to move equity on the blockchain, but also to the reshaping of three core mechanisms. First, there's the continuous secondary liquidity . Through tokenization and splitting, high-value equity can be divided into smaller shares, allowing more compliant investors to participate in assets that were originally only for PE/VC with lower amounts. From the perspective of external investors, this is the starting point for ordinary people to buy some OpenAI/SpaceX; from the perspective of internal holders, it provides employees, early shareholders, and some LPs with a supplementary outlet besides IPO/M&A, enabling them to realize phased monetization in a 24/7 on-chain market with controllable thresholds. Secondly, it enables more continuous price discovery and market capitalization management . Traditional valuation of unlisted equity is highly dependent on financing rounds, with prices being discrete and lagging, and can even be considered as intermittent quotations. If, within a compliant framework, some equity or economic rights are tokenized and put into continuous trading, the target company and primary investors can use more frequent market price signals to price subsequent financing, proactively conducting market capitalization management in a "quasi-public market" and bridging the valuation gap between primary and secondary markets. Finally, there are new financing channels . For some high-growth companies, tokenization is not only a tool for transferring existing equity, but also a tool for issuing new capital. Through pathways such as security token offerings (STOs), companies can potentially bypass expensive underwriting and lengthy IPO processes, directly raising funds from compliant global investors. This path is particularly attractive to companies that do not have short-term listing plans but wish to optimize their capital structure and improve employee mobility. IV. Three Models: Real Stock On-Chain, Mirror Derivatives, and SPV Structure Regarding the issue of tokenization of equity in non-listed companies, there are currently three main implementation paths in the market, which differ fundamentally in terms of legal attributes, investor rights, and compliance. The first type is the native collaborative model of putting real shares on the blockchain. In this model, the target company actively authorizes and participates, and share registration, token issuance, and shareholder register maintenance are all completed within the regulatory framework. The on-chain tokens are legally equivalent to shares, and holders have full shareholder rights such as voting rights and dividend rights. A typical example is Securitize, which has helped companies such as Exodus and Curzio Research tokenize their shares and then trade them on the ATS platform, and even further list them on the NYSE. The advantage is clear compliance and well-defined rights, but the prerequisite is high cooperation from the issuer, and the implementation pace is relatively slow. The second type is synthetic mirror-image derivatives. These projects do not hold actual equity; instead, they "index" the valuation of the underlying company through contracts/notes, and then issue perpetual contracts or debt-type tokens. Investors legally have a debt or contractual relationship with the platform and are not registered as shareholders of the underlying company; their returns depend entirely on contract settlement. Ventures is a representative of this model; based on Hyperliquid's perpetual contract infrastructure, it breaks down the valuation of unlisted companies like OpenAI into tradable valuation units, allowing users to go long or short. The third type is the most common SPV indirect holding model in the current Crypto scenario. The issuing platform first establishes a special purpose vehicle (SPV), which acquires a small amount of equity in the target company in the traditional private secondary market, and then tokenizes and sells the beneficial rights of the SPV. Investors hold contractual economic beneficial rights to the SPV, rather than direct rights on the target company's shareholder register. The advantage of this model is its practicality, that is, it can connect real equity with on-chain capital to a certain extent even without the cooperation of the issuer; however, it is also naturally subject to dual pressure from regulatory agencies and the legal departments of the target company. Transfer restrictions in the shareholder agreement, the lack of transparency of the SPV itself, and liquidation arrangements may all become points of contention in the future. V. Derivatives Matching: When OpenAI is "On-Chain" via Perpetual Contracts Recently, a new signal is reshaping the market's perception of pre-IPO RWA: what many users actually want is not shareholder status, but the ability to bet on the rise and fall of unicorns such as OpenAI and SpaceX at any time. Hyperliquid has taken this need to the extreme. Through the HIP-3 programmable perpetual contract layer, any team can create a new perp market as long as they stake enough HYPE; to reduce the pressure of a cold start, Hyperliquid also introduced Growth Mode, which provides a taker fee reduction of about 90% for new markets, allowing long-tail assets to quickly accumulate depth and activity in the early stages. Just last week, Hyperliquid directly launched the OPENAI-USDH trading pair . This means that a company that is not yet listed and whose valuation is entirely dominated by the private market has been pulled into a 24/7, leveraged, globally accessible on-chain market, creating a devastating blow to the pre-IPO RWA. The anticipated impact is very evident. Pre-IPO equity tokens, lacking liquidity, are marginalized by the depth and speed of the perp market before they can truly mature. If this trend continues, the primary market may even have to refer to the on-chain price of the perp market when discussing valuations, which will completely change the price discovery logic of private assets. Of course, the question arises: what exactly is the price of OPENAI-USDH pegged to? The market capitalization of unlisted companies does not have continuous pricing off-chain, but the on-chain perpetual contracts operate 24/7. This may rely on a "soft anchoring" system built by oracles, long-term valuation expectations, funding rates, and market sentiment. For the pre-IPO RWA sector, there are two real-world impacts: First, there's the squeeze on the demand side. When ordinary investors only want to bet on price and don't care about shareholder rights, dividends, or voting rights, perpetual contract DEXs based on Hyperliquid are often simpler, more liquid, and offer a wider range of leverage tools. In contrast, pre-IPO equity tokenization products, if they only offer price exposure, will find it difficult to compete with perp DEXs in terms of user experience and efficiency. Secondly, there's the contrast between narrative and regulatory logic. Equity tokenization requires repeated adjustments and collaborations with regulatory bodies like the SEC and the issuer's legal system; while perp DEX, currently operating in a regulatory gray area, has captured mindshare and trading volume with its lighter contract structure and global accessibility. For ordinary users, "first use perpetual contracts, then consider whether there's real equity" is becoming a more natural path. This does not mean that the narrative of Pre-IPO RWA has failed, but it has sounded an alarm. If this track is to go further, it must find its own differentiated positioning among "real shareholder rights, long-term capital allocation, cash flow distribution" and "on-chain native liquidity". VI. Conclusion: The rewriting of asset and market structures is beginning. The importance of tokenizing equity in non-listed companies lies not in enabling more people to buy a piece of a unicorn, but in addressing the most fundamental pain points of private equity assets: excessively high barriers to entry, narrow exit paths, and lagging price discovery. Tokenization has shown for the first time that these structural constraints can be redefined. In this process, Pre-IPO RWA presents both an opportunity and a stress test. On the one hand, it reveals real needs—employees, early shareholders, and investors are all seeking more flexible liquidity methods; on the other hand, it also exposes real constraints such as regulatory friction, price anchoring, and insufficient market depth. Especially under the disruptive impact of perp DEX, the industry has more directly witnessed the speed and power of native on-chain liquidity. However, this does not mean that tokenization will stagnate. Changes in asset structure, transaction structure, and market structure often do not depend on a single model prevailing, but rather on issuers and infrastructure finding a sustainable compromise between regulation and efficiency. A hybrid path is more likely to emerge in the future, preserving shareholder rights and governance structures within a compliant framework while also ensuring continuous liquidity and global accessibility for on-chain markets. As more assets are put on the blockchain in a composable and tradable form, the boundaries of unlisted equity will be redefined: it will no longer be a scarce asset in a closed market, but a fluid node in a global capital network.I. Introduction In the global asset landscape, equity in unlisted companies—especially high-growth unicorn companies—is an asset sector that combines both scale and potential. However, for a long time, this growth potential has been almost entirely monopolized by professional institutions such as private equity (PE) and venture capital (VC), with only a few institutions and high-net-worth investors able to participate. Ordinary investors can often only watch the growth stories of unicorns in the news. Blockchain and tokenization are changing this landscape. By issuing tokens on-chain to represent equity or economic interests in non-publicly traded companies, the market hopes to build a new secondary market that can be traded 24/7 within a compliant framework, improving liquidity, lowering barriers to entry, and connecting TradeFi and DeFi on a larger scale. Institutions have also given this field extremely high expectations. For example, Citigroup believes that private equity tokenization could grow 80 times within ten years, approaching $4 trillion in size. Against this backdrop, the tokenization of equity in non-listed companies has naturally become one of the most watched sub-sectors within RWA (Rich Personal Asset Tokenization). Its significance lies not only in technological innovation but also in profound changes to asset participation mechanisms, exit strategies, and profit structures. Bitget Wallet Research will guide you through this article to see how equity tokenization will help non-listed companies break through this barrier. II. A Trillion-Dollar "Siege": High Value, Yet Difficult to Enter and Exit From an asset perspective, equity in non-listed companies covers a wide range from startups to large private conglomerates, with holders including founding teams, employee ESOPs/RSUs, angel investors, VC/PE funds, and some long-term institutions. From a funding perspective, according to publicly available data, global PE assets under management are approaching $6 trillion, and VC assets under management are approximately $3 trillion, totaling about $8.9 trillion. Meanwhile, as of mid-2025, the total valuation of global unicorn companies hovered between $4.8 and $5.6 trillion, and this only represents the top few thousand companies at the very top of the pyramid; tens of thousands of mature private companies that have not yet reached the "unicorn threshold" are not fully accounted for. Putting these figures together reveals a stark picture: a massive pool of assets worth trillions, yet a illiquid, walled city. On one hand, this market is inaccessible to the vast majority. Major jurisdictions generally limit primary private equity opportunities to a small circle of qualified and institutional investors, with minimum investments often starting at hundreds of thousands or even millions of dollars. The combination of wealth and institutional barriers makes this asset class virtually untouchable for ordinary investors. On the other hand, those already in the city often struggle to exit. For employees, angel investors, and VC/PE holders, the main exit paths are almost exclusively IPOs or mergers and acquisitions. Unicorn companies commonly postpone IPOs, with ten-year lock-up periods becoming the norm, making it difficult to liquidate their paper wealth for extended periods. While an off-chain private equity secondary market exists, it heavily relies on intermediaries, resulting in opaque processes, high costs, and long cycles, making it difficult to become a large-scale liquidity outlet. The asymmetry between high-value assets and inefficient liquidity mechanisms provides a clear entry point for the tokenization of equity in non-listed companies, namely, to reconstruct a new path for participation and exit without disrupting the regulatory and corporate governance order. III. What does tokenization truly change? Under the premise of compliance, the value brought by tokenization is not only to move equity on the blockchain, but also to the reshaping of three core mechanisms. First, there's the continuous secondary liquidity . Through tokenization and splitting, high-value equity can be divided into smaller shares, allowing more compliant investors to participate in assets that were originally only for PE/VC with lower amounts. From the perspective of external investors, this is the starting point for ordinary people to buy some OpenAI/SpaceX; from the perspective of internal holders, it provides employees, early shareholders, and some LPs with a supplementary outlet besides IPO/M&A, enabling them to realize phased monetization in a 24/7 on-chain market with controllable thresholds. Secondly, it enables more continuous price discovery and market capitalization management . Traditional valuation of unlisted equity is highly dependent on financing rounds, with prices being discrete and lagging, and can even be considered as intermittent quotations. If, within a compliant framework, some equity or economic rights are tokenized and put into continuous trading, the target company and primary investors can use more frequent market price signals to price subsequent financing, proactively conducting market capitalization management in a "quasi-public market" and bridging the valuation gap between primary and secondary markets. Finally, there are new financing channels . For some high-growth companies, tokenization is not only a tool for transferring existing equity, but also a tool for issuing new capital. Through pathways such as security token offerings (STOs), companies can potentially bypass expensive underwriting and lengthy IPO processes, directly raising funds from compliant global investors. This path is particularly attractive to companies that do not have short-term listing plans but wish to optimize their capital structure and improve employee mobility. IV. Three Models: Real Stock On-Chain, Mirror Derivatives, and SPV Structure Regarding the issue of tokenization of equity in non-listed companies, there are currently three main implementation paths in the market, which differ fundamentally in terms of legal attributes, investor rights, and compliance. The first type is the native collaborative model of putting real shares on the blockchain. In this model, the target company actively authorizes and participates, and share registration, token issuance, and shareholder register maintenance are all completed within the regulatory framework. The on-chain tokens are legally equivalent to shares, and holders have full shareholder rights such as voting rights and dividend rights. A typical example is Securitize, which has helped companies such as Exodus and Curzio Research tokenize their shares and then trade them on the ATS platform, and even further list them on the NYSE. The advantage is clear compliance and well-defined rights, but the prerequisite is high cooperation from the issuer, and the implementation pace is relatively slow. The second type is synthetic mirror-image derivatives. These projects do not hold actual equity; instead, they "index" the valuation of the underlying company through contracts/notes, and then issue perpetual contracts or debt-type tokens. Investors legally have a debt or contractual relationship with the platform and are not registered as shareholders of the underlying company; their returns depend entirely on contract settlement. Ventures is a representative of this model; based on Hyperliquid's perpetual contract infrastructure, it breaks down the valuation of unlisted companies like OpenAI into tradable valuation units, allowing users to go long or short. The third type is the most common SPV indirect holding model in the current Crypto scenario. The issuing platform first establishes a special purpose vehicle (SPV), which acquires a small amount of equity in the target company in the traditional private secondary market, and then tokenizes and sells the beneficial rights of the SPV. Investors hold contractual economic beneficial rights to the SPV, rather than direct rights on the target company's shareholder register. The advantage of this model is its practicality, that is, it can connect real equity with on-chain capital to a certain extent even without the cooperation of the issuer; however, it is also naturally subject to dual pressure from regulatory agencies and the legal departments of the target company. Transfer restrictions in the shareholder agreement, the lack of transparency of the SPV itself, and liquidation arrangements may all become points of contention in the future. V. Derivatives Matching: When OpenAI is "On-Chain" via Perpetual Contracts Recently, a new signal is reshaping the market's perception of pre-IPO RWA: what many users actually want is not shareholder status, but the ability to bet on the rise and fall of unicorns such as OpenAI and SpaceX at any time. Hyperliquid has taken this need to the extreme. Through the HIP-3 programmable perpetual contract layer, any team can create a new perp market as long as they stake enough HYPE; to reduce the pressure of a cold start, Hyperliquid also introduced Growth Mode, which provides a taker fee reduction of about 90% for new markets, allowing long-tail assets to quickly accumulate depth and activity in the early stages. Just last week, Hyperliquid directly launched the OPENAI-USDH trading pair . This means that a company that is not yet listed and whose valuation is entirely dominated by the private market has been pulled into a 24/7, leveraged, globally accessible on-chain market, creating a devastating blow to the pre-IPO RWA. The anticipated impact is very evident. Pre-IPO equity tokens, lacking liquidity, are marginalized by the depth and speed of the perp market before they can truly mature. If this trend continues, the primary market may even have to refer to the on-chain price of the perp market when discussing valuations, which will completely change the price discovery logic of private assets. Of course, the question arises: what exactly is the price of OPENAI-USDH pegged to? The market capitalization of unlisted companies does not have continuous pricing off-chain, but the on-chain perpetual contracts operate 24/7. This may rely on a "soft anchoring" system built by oracles, long-term valuation expectations, funding rates, and market sentiment. For the pre-IPO RWA sector, there are two real-world impacts: First, there's the squeeze on the demand side. When ordinary investors only want to bet on price and don't care about shareholder rights, dividends, or voting rights, perpetual contract DEXs based on Hyperliquid are often simpler, more liquid, and offer a wider range of leverage tools. In contrast, pre-IPO equity tokenization products, if they only offer price exposure, will find it difficult to compete with perp DEXs in terms of user experience and efficiency. Secondly, there's the contrast between narrative and regulatory logic. Equity tokenization requires repeated adjustments and collaborations with regulatory bodies like the SEC and the issuer's legal system; while perp DEX, currently operating in a regulatory gray area, has captured mindshare and trading volume with its lighter contract structure and global accessibility. For ordinary users, "first use perpetual contracts, then consider whether there's real equity" is becoming a more natural path. This does not mean that the narrative of Pre-IPO RWA has failed, but it has sounded an alarm. If this track is to go further, it must find its own differentiated positioning among "real shareholder rights, long-term capital allocation, cash flow distribution" and "on-chain native liquidity". VI. Conclusion: The rewriting of asset and market structures is beginning. The importance of tokenizing equity in non-listed companies lies not in enabling more people to buy a piece of a unicorn, but in addressing the most fundamental pain points of private equity assets: excessively high barriers to entry, narrow exit paths, and lagging price discovery. Tokenization has shown for the first time that these structural constraints can be redefined. In this process, Pre-IPO RWA presents both an opportunity and a stress test. On the one hand, it reveals real needs—employees, early shareholders, and investors are all seeking more flexible liquidity methods; on the other hand, it also exposes real constraints such as regulatory friction, price anchoring, and insufficient market depth. Especially under the disruptive impact of perp DEX, the industry has more directly witnessed the speed and power of native on-chain liquidity. However, this does not mean that tokenization will stagnate. Changes in asset structure, transaction structure, and market structure often do not depend on a single model prevailing, but rather on issuers and infrastructure finding a sustainable compromise between regulation and efficiency. A hybrid path is more likely to emerge in the future, preserving shareholder rights and governance structures within a compliant framework while also ensuring continuous liquidity and global accessibility for on-chain markets. As more assets are put on the blockchain in a composable and tradable form, the boundaries of unlisted equity will be redefined: it will no longer be a scarce asset in a closed market, but a fluid node in a global capital network.