Products
AllocationsX Secondaries vs a Primary SPV
AllocationsX Secondaries vs a Primary SPV
Addhyan Negi
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AllocationsX Secondaries vs a Primary SPV
A primary SPV pools capital into a vehicle that buys an asset. AllocationsX is the broker-dealer channel for secondaries: Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC, CRD 317750. One is formation and administration. The other is a regulated marketplace. They are not substitutes.
This page is not an offer or solicitation to buy or sell any security. Private-company securities are illiquid and can result in total loss of principal. Liquidity is not guaranteed. AllocationsX is the broker-dealer for the secondary market. Check the firm on FINRA BrokerCheck (fetched 2 Sep 2026).
AllocationsX vs SPV secondary: two statutes
Primary SPV. You form a Delaware LLC, onboard LPs, close, and the vehicle wires into a new round, a co-invest, or another primary issuance. Capital goes to the issuer (or to a co-invest vehicle). Allocations publishes that stack on the SPV page. Standard SPV is $9,950 one-time (up to 35 investors, one close, one VC asset, five-year term). Premium SPV is $19,500 one-time (up to 50 investors, multiple closes with one included, any asset type, including secondaries as an asset type). Extra investors +$100. Extra Premium closes $2,000. Platform carry 0%. Banking is included in onboarding. Full schedule on fees (fetched 2 Sep 2026). Additional fees may apply.
AllocationsX. Allocations Securities, LLC operates an Alternative Trading System under Regulation ATS for secondary private-company securities among approved participants (allocationsx.com, fetched 2 Sep 2026). An ATS is not a national securities exchange. Trading may be limited or unavailable. Participants are accredited or qualified investors; verification and approval are required; access may be declined. The firm is an SEC-registered broker-dealer and a FINRA and SIPC member (CRD 317750). Membership does not imply FINRA, SEC, or SIPC endorsement.
A secondary SPV sits in the middle: it is still an SPV (formation + admin), but the asset is existing shares bought from a holder rather than new shares from the company. That workflow is the secondary SPV complete guide and what are secondary SPVs. Premium SPV is the published Allocations SKU when the asset type is secondaries (fees, fetched 2 Sep 2026).
Do not collapse those three into one sentence in an LP memo. LPs will ask whether they are subscribing to a vehicle, placing an order on an ATS, or both.
What a primary SPV actually does
The GP (or syndicate lead) is the sponsor of the vehicle. LPs subscribe for LLC interests. The SPV, once closed, is the purchaser of the primary security. Investor KYC, accreditation, and e-signature run at the vehicle. The company sees one new shareholder. Post-close work is cap table, bank, distributions, and K-1 support.
Primary does not mean “first-time founder round.” It means the SPV is buying an issuance from the company (or a vehicle the company controls), so proceeds go to the issuer. A late-stage primary is still primary.
Fees you can quote without calling sales are the published SPV and fund numbers above, plus distributions at a liquidity event: Standard $5,000; Premium $12,000 + $0.075/share; Custom $12,000 + $0.10/share (fees, fetched 2 Sep 2026).
What AllocationsX actually does
AllocationsX is the dba of the broker-dealer. The public site describes five steps: open an account (onboarding and accredited-investor verification); review companies quoted on the ATS (nothing there is a recommendation); place an order (matching is not guaranteed); settle and hold, subject to issuer consents and transfer restrictions; seek liquidity later, which requires an available buyer and issuer approval (allocationsx.com, fetched 2 Sep 2026).
SIPC covers custody of securities and cash if the broker-dealer fails. It does not cover market losses. Confirm coverage facts with SIPC and the firm; private-company positions are not interchangeable with listed equity for that purpose (allocationsx.com SIPC language; sipc.org, fetched 2 Sep 2026).
No AllocationsX ATS commission, spread, or ticket fee is published on allocations.com/fees or on the AllocationsX homepage as of 2 Sep 2026. Do not invent one. Contact the desk or rely on the then-current published pages and any order form the firm sends you.
Indicative reference prices on the ATS site are not quotations, executable prices, or recommendations. This article does not restate any company name, share price, or implied valuation from that page.
Secondary SPV vs the ATS
A buyer-side secondary SPV is still pooling. LPs subscribe. The SPV signs the stock purchase agreement. The SPV becomes the shareholder. Company ROFR, consent, and transfer restrictions still apply. That is a formation problem plus a transfer problem. Walk through it in the secondary SPV setup guide.
An ATS order is a broker-dealer trade among approved participants. There may be no new LLC. The buyer (or the buyer’s existing vehicle) is the purchaser of the matched interest, still subject to issuer consent. Matching is not guaranteed. Liquidity is not guaranteed.
You can use both in one fact pattern — for example, LPs in a Premium SPV whose asset is a secondary block that was sourced or matched in a brokered process. The SPV fee is the published Premium number. The broker-dealer compensation, if any, is whatever the desk documents. Keep those invoices separate in the waterfall so LPs can see vehicle admin versus brokerage.
Volume context for why GPs are even asking this question lives in venture secondaries in 2026. That piece is market color. This piece is the product split.
Who KYCs whom
Primary SPV | Secondary SPV (vehicle) | AllocationsX (ATS) | |
|---|---|---|---|
What you are forming | Deal LLC that buys a new issuance | Deal LLC that buys existing shares | Usually nothing; you open a BD account |
Who the LPs / users KYC with | The SPV admin / sponsor stack | Same | The broker-dealer, as a customer |
Who signs the purchase | The SPV | The SPV | The approved participant (or its vehicle) |
Published Allocations formation fee | Standard $9,950 or Premium $19,500 | Typically Premium $19,500 (secondaries as asset type) | No public ATS fee on /fees as of 2 Sep 2026; contact the desk |
Cap-table result | One new line (the SPV) | One new line (the SPV), if the company accepts the transfer | Buyer of record as matched and consented |
Offer status | Private offering of SPV interests (usually Reg D) | Same, plus a transfer of the underlying | Not an offer on this page; ATS access is not a recommendation |
Compliance lines you should not blur
Not an offer. Nothing here is an offer or solicitation of a particular security, of SPV interests, or of ATS access. Any actual offering happens only in definitive documents.
Illiquidity. Private securities do not have a continuous two-sided market. Company consent and ROFR can block a transfer after a match. Hold periods, 409A reports, and information rights are fact-specific. Do not tell LPs they can “exit on AllocationsX” as if that were a put.
BD vs admin. Allocations, Inc. publishes SPV and fund administration. Allocations Securities, LLC dba AllocationsX is the broker-dealer. The footer on allocations.com states that the secondary market is operated through Allocations Securities, LLC, a wholly owned subsidiary of Allocations, Inc., member FINRA/SIPC (fetched 2 Sep 2026). Keep the names straight in your PPM.
No returns. This page does not discuss performance, marks, or expected proceeds.
When GPs still form a vehicle
Form a primary or secondary SPV when you need to pool more than one check, present one shareholder to the company, run GP economics in an operating agreement, and issue K-1s. Use the ATS channel when an approved participant is buying or selling an existing private-company interest through the broker-dealer, with or without a new vehicle.
If you are only administering a vehicle, the fees page is the live number. If you are placing or matching a secondary through AllocationsX, ask the desk for the then-current brokerage terms. Do not paste a guess into an LPA exhibit.
Is AllocationsX the same as a secondary SPV?
No. A secondary SPV is a legal entity that pools capital to buy existing shares. AllocationsX is Allocations Securities, LLC, a FINRA/SIPC broker-dealer (CRD 317750) operating an ATS for secondary private-company securities among approved participants. You can use a vehicle, the ATS, or both. This is not an offer.
Does AllocationsX charge the $9,950 SPV fee?
The $9,950 Standard and $19,500 Premium figures are SPV formation prices on allocations.com/fees (fetched 2 Sep 2026). AllocationsX ATS fees are not published on that page or on allocationsx.com as of that date. Contact the desk or read the order documentation you are given.
Are private shares on AllocationsX liquid?
No. Private securities are illiquid. Matching is not guaranteed. Issuer consent and transfer restrictions still apply. SIPC does not cover a decline in value.
Who is the broker-dealer?
Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC, CRD 317750. BrokerCheck firm summary. Allocations Securities, LLC is a wholly owned subsidiary of Allocations, Inc.
Can a Premium SPV hold a secondary while LPs were onboarded on Allocations?
Yes as a structure: Premium SPV lists secondaries as an allowed asset type on the fees page. That is vehicle admin. It is not ATS access, not a recommendation, and not an offer of any name.
AllocationsX Secondaries vs a Primary SPV
A primary SPV pools capital into a vehicle that buys an asset. AllocationsX is the broker-dealer channel for secondaries: Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC, CRD 317750. One is formation and administration. The other is a regulated marketplace. They are not substitutes.
This page is not an offer or solicitation to buy or sell any security. Private-company securities are illiquid and can result in total loss of principal. Liquidity is not guaranteed. AllocationsX is the broker-dealer for the secondary market. Check the firm on FINRA BrokerCheck (fetched 2 Sep 2026).
AllocationsX vs SPV secondary: two statutes
Primary SPV. You form a Delaware LLC, onboard LPs, close, and the vehicle wires into a new round, a co-invest, or another primary issuance. Capital goes to the issuer (or to a co-invest vehicle). Allocations publishes that stack on the SPV page. Standard SPV is $9,950 one-time (up to 35 investors, one close, one VC asset, five-year term). Premium SPV is $19,500 one-time (up to 50 investors, multiple closes with one included, any asset type, including secondaries as an asset type). Extra investors +$100. Extra Premium closes $2,000. Platform carry 0%. Banking is included in onboarding. Full schedule on fees (fetched 2 Sep 2026). Additional fees may apply.
AllocationsX. Allocations Securities, LLC operates an Alternative Trading System under Regulation ATS for secondary private-company securities among approved participants (allocationsx.com, fetched 2 Sep 2026). An ATS is not a national securities exchange. Trading may be limited or unavailable. Participants are accredited or qualified investors; verification and approval are required; access may be declined. The firm is an SEC-registered broker-dealer and a FINRA and SIPC member (CRD 317750). Membership does not imply FINRA, SEC, or SIPC endorsement.
A secondary SPV sits in the middle: it is still an SPV (formation + admin), but the asset is existing shares bought from a holder rather than new shares from the company. That workflow is the secondary SPV complete guide and what are secondary SPVs. Premium SPV is the published Allocations SKU when the asset type is secondaries (fees, fetched 2 Sep 2026).
Do not collapse those three into one sentence in an LP memo. LPs will ask whether they are subscribing to a vehicle, placing an order on an ATS, or both.
What a primary SPV actually does
The GP (or syndicate lead) is the sponsor of the vehicle. LPs subscribe for LLC interests. The SPV, once closed, is the purchaser of the primary security. Investor KYC, accreditation, and e-signature run at the vehicle. The company sees one new shareholder. Post-close work is cap table, bank, distributions, and K-1 support.
Primary does not mean “first-time founder round.” It means the SPV is buying an issuance from the company (or a vehicle the company controls), so proceeds go to the issuer. A late-stage primary is still primary.
Fees you can quote without calling sales are the published SPV and fund numbers above, plus distributions at a liquidity event: Standard $5,000; Premium $12,000 + $0.075/share; Custom $12,000 + $0.10/share (fees, fetched 2 Sep 2026).
What AllocationsX actually does
AllocationsX is the dba of the broker-dealer. The public site describes five steps: open an account (onboarding and accredited-investor verification); review companies quoted on the ATS (nothing there is a recommendation); place an order (matching is not guaranteed); settle and hold, subject to issuer consents and transfer restrictions; seek liquidity later, which requires an available buyer and issuer approval (allocationsx.com, fetched 2 Sep 2026).
SIPC covers custody of securities and cash if the broker-dealer fails. It does not cover market losses. Confirm coverage facts with SIPC and the firm; private-company positions are not interchangeable with listed equity for that purpose (allocationsx.com SIPC language; sipc.org, fetched 2 Sep 2026).
No AllocationsX ATS commission, spread, or ticket fee is published on allocations.com/fees or on the AllocationsX homepage as of 2 Sep 2026. Do not invent one. Contact the desk or rely on the then-current published pages and any order form the firm sends you.
Indicative reference prices on the ATS site are not quotations, executable prices, or recommendations. This article does not restate any company name, share price, or implied valuation from that page.
Secondary SPV vs the ATS
A buyer-side secondary SPV is still pooling. LPs subscribe. The SPV signs the stock purchase agreement. The SPV becomes the shareholder. Company ROFR, consent, and transfer restrictions still apply. That is a formation problem plus a transfer problem. Walk through it in the secondary SPV setup guide.
An ATS order is a broker-dealer trade among approved participants. There may be no new LLC. The buyer (or the buyer’s existing vehicle) is the purchaser of the matched interest, still subject to issuer consent. Matching is not guaranteed. Liquidity is not guaranteed.
You can use both in one fact pattern — for example, LPs in a Premium SPV whose asset is a secondary block that was sourced or matched in a brokered process. The SPV fee is the published Premium number. The broker-dealer compensation, if any, is whatever the desk documents. Keep those invoices separate in the waterfall so LPs can see vehicle admin versus brokerage.
Volume context for why GPs are even asking this question lives in venture secondaries in 2026. That piece is market color. This piece is the product split.
Who KYCs whom
Primary SPV | Secondary SPV (vehicle) | AllocationsX (ATS) | |
|---|---|---|---|
What you are forming | Deal LLC that buys a new issuance | Deal LLC that buys existing shares | Usually nothing; you open a BD account |
Who the LPs / users KYC with | The SPV admin / sponsor stack | Same | The broker-dealer, as a customer |
Who signs the purchase | The SPV | The SPV | The approved participant (or its vehicle) |
Published Allocations formation fee | Standard $9,950 or Premium $19,500 | Typically Premium $19,500 (secondaries as asset type) | No public ATS fee on /fees as of 2 Sep 2026; contact the desk |
Cap-table result | One new line (the SPV) | One new line (the SPV), if the company accepts the transfer | Buyer of record as matched and consented |
Offer status | Private offering of SPV interests (usually Reg D) | Same, plus a transfer of the underlying | Not an offer on this page; ATS access is not a recommendation |
Compliance lines you should not blur
Not an offer. Nothing here is an offer or solicitation of a particular security, of SPV interests, or of ATS access. Any actual offering happens only in definitive documents.
Illiquidity. Private securities do not have a continuous two-sided market. Company consent and ROFR can block a transfer after a match. Hold periods, 409A reports, and information rights are fact-specific. Do not tell LPs they can “exit on AllocationsX” as if that were a put.
BD vs admin. Allocations, Inc. publishes SPV and fund administration. Allocations Securities, LLC dba AllocationsX is the broker-dealer. The footer on allocations.com states that the secondary market is operated through Allocations Securities, LLC, a wholly owned subsidiary of Allocations, Inc., member FINRA/SIPC (fetched 2 Sep 2026). Keep the names straight in your PPM.
No returns. This page does not discuss performance, marks, or expected proceeds.
When GPs still form a vehicle
Form a primary or secondary SPV when you need to pool more than one check, present one shareholder to the company, run GP economics in an operating agreement, and issue K-1s. Use the ATS channel when an approved participant is buying or selling an existing private-company interest through the broker-dealer, with or without a new vehicle.
If you are only administering a vehicle, the fees page is the live number. If you are placing or matching a secondary through AllocationsX, ask the desk for the then-current brokerage terms. Do not paste a guess into an LPA exhibit.
Is AllocationsX the same as a secondary SPV?
No. A secondary SPV is a legal entity that pools capital to buy existing shares. AllocationsX is Allocations Securities, LLC, a FINRA/SIPC broker-dealer (CRD 317750) operating an ATS for secondary private-company securities among approved participants. You can use a vehicle, the ATS, or both. This is not an offer.
Does AllocationsX charge the $9,950 SPV fee?
The $9,950 Standard and $19,500 Premium figures are SPV formation prices on allocations.com/fees (fetched 2 Sep 2026). AllocationsX ATS fees are not published on that page or on allocationsx.com as of that date. Contact the desk or read the order documentation you are given.
Are private shares on AllocationsX liquid?
No. Private securities are illiquid. Matching is not guaranteed. Issuer consent and transfer restrictions still apply. SIPC does not cover a decline in value.
Who is the broker-dealer?
Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC, CRD 317750. BrokerCheck firm summary. Allocations Securities, LLC is a wholly owned subsidiary of Allocations, Inc.
Can a Premium SPV hold a secondary while LPs were onboarded on Allocations?
Yes as a structure: Premium SPV lists secondaries as an allowed asset type on the fees page. That is vehicle admin. It is not ATS access, not a recommendation, and not an offer of any name.

Addhyan Negi
Director of Marketing, Allocations

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Allocations secondary market is operated through Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC. Check this firm on FINRA BrokerCheck. Allocations Securities, LLC is a wholly owned subsidiary of Allocations, Inc.
Copyright © Allocations Inc
Allocations secondary market is operated through Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC. Check this firm on FINRA BrokerCheck. Allocations Securities, LLC is a wholly owned subsidiary of Allocations, Inc.
Copyright © Allocations Inc
Allocations secondary market is operated through Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC. Check this firm on FINRA BrokerCheck. Allocations Securities, LLC is a wholly owned subsidiary of Allocations, Inc.
Copyright © Allocations Inc
