Case Study · Regulated Secondary Marketplace

Private startup shares were a one-way door. I designed the marketplace that lets investors walk back out.

Netcapital STF is a compliant secondary market where everyday investors can sell their shares in early-stage companies, and new ones can buy in long after the raise has closed.

0 to 1 Product Design Marketplace UX Regulated Fintech Shipped
Figma Figma
app.netcapital.com/marketplace
Netcapital STF marketplace dashboard with portfolio value, a live market list, holdings, and recent transactions

The marketplace dashboard, a trading surface people can read plainly

Overview

I led product design for Netcapital STF, a way out for money that never had one.

Netcapital is an SEC-registered crowdfunding portal. Ordinary people put small amounts into early-stage companies during a raise, and then comes the catch: those shares are private. There is no exit until an acquisition or an IPO, which might be a decade off, if it comes at all.

The Secondary Transfer Facility was Netcapital's answer. A compliant venue where holders post shares for sale, new investors place bids, and the platform quietly matches the two. My job was to take a thicket of securities regulation and order-matching logic and turn it into something a first-time investor could use in three taps, and trust with actual money.

I owned the whole thing: research, information architecture, wireframes, the order mechanic, and every high-fidelity screen on desktop and mobile.

Problem · Frozen Money

Crowdfunding worked out how ordinary people get into startups. We let them get back out.

Solution · An Order Book

A bid and ask marketplace where the price comes from the market, not from us, and every fee and every cancellable commitment sits in plain sight.

Result · It Shipped

A retail-accessible secondary market for Reg CF shares, launched end to end, giving early investors a real path to an exit at last.

Impact · What shipping this meant

Standing up the first compliant retail secondary venue.

74
high-fidelity screens designed across desktop and mobile
5–10yr
typical wait for a liquidity event, collapsed into a live venue
100%
of order screens surface the 1% fee and total before commit
2 sides
buy and sell unified under one reversible commitment model
71%
of surveyed holders said illiquidity made them invest less
91 /100
avg. usability score on the order flows in moderated testing

Research and outcome figures are illustrative of the project's goals and provided for this case study.

The Problem

When you can't sell, you stop buying.

Money put into a Reg CF round is frozen until a liquidity event arrives,. Both sides of a willing trade were already out there. They simply had nowhere to meet.

Holders are stuck

An early investor who needs cash, or has simply changed their mind, has no exit and no idea what a fair price would even look like.

Newcomers are locked out

Someone who finds a company a year after its raise has no legitimate way to buy a stake. None.

How might we let any investor set a price, place an order, and trade private shares without ever guessing whether it's safe or allowed, while every fee and every commitment stays reversible?

Process · Fidelity ladder

From ballpoint sketches to a settled trade.

Pen and paper to argue about structure, mid-fidelity to pressure-test layout and copy, then high-fidelity designs.

Hand-drawn low-fidelity wireframe of the deal page: price chart, buy panel with total cost, business detail tabs
Hand-drawn wireframe of a secondary-sale commitment receipt with type, status, price, quantity, fee, and value

Lo-fi deal page and commitment receipt.

Reframe

A redesign of the platform to include a more transparent process and how it works.

Netcapital's earlier pages talked about secondary transfers the way a brochure talks about a holiday: a promise and a flat table. The redesign turned that promise into a working, real-time venue with a portfolio, a live market, and order placement built right in.

The original Netcapital marketing landing page explaining the secondary transfer concept
The legacy STF page with a recent transfers table and a grid of buy-shares cards

Design System

Netcapital's own design system that I had originally design for marketing products

The STF had to feel like an obvious extension of Netcapital's existing brand and component library, not a separate product bolted on. I worked from their established typography, color, grid, and component set.

Netcapital's existing brand homepage, purple primary, orange accent, illustrated sections

Netcapital's existing homepage, the brand and component foundation the STF had to feel native to.

Netcapital typography guideline: Halant and Inter typefaces, full text hierarchy from Display to Body Small, and label sizes
Netcapital color guideline: primary purple, accent orange and gold, success, warning, error, and gray/black/white variants
Netcapital grid guideline: 12-column desktop HD and desktop, 6-column tablet, 2-column mobile, and the spacing scale
Netcapital iconography guideline: 32px line icon grid at 2px stroke, and the full icon set at size 16 and 24
Netcapital button and link guideline: small, medium, and large sizes, primary/secondary/ghost styles, and every interaction state
Netcapital input field guideline: text, icon, labelled, resizable, and every state, normal, focus, error, disabled
Netcapital component guideline: avatars, checkboxes, radios, toggles, breadcrumbs, file upload, and dropdowns
Netcapital other components: search bar, date picker, text links, tabs, pagination, and tooltips

What the STF added

Gain#159267
Loss#D24C43
Gain bg#E7F4EE
Loss bg#FBEAE8

Gain and loss colors are new to the STF, reserved strictly for that meaning, never reused for hover states or decoration.

Action vocabulary

Buy Sell Reconfirm Withdraw

Actions keep one name through a whole flow: the button that says Buy shares produces a receipt that says bought.

The Product

Final product

Onboarding that earns trust.

A five-step, skippable carousel explains what the marketplace is and what the risks are. Plain language, never blocking, and you can reopen it from help whenever you like.

Onboarding step 1: Welcome to Netcapital Marketplace
Onboarding step 2: Buy and sell shares in real time
Onboarding step 3: Build a diverse portfolio and track it everyday
Onboarding step 4: Follow any company's growth and market sentiment
Onboarding step 5: Infographics, news feed updates, and easy checkouts

A market dashboard people can read plainly

Portfolio value and returns sit up top, a categorised market list with inline Buy and Sell runs down the middle, and holdings and recent transactions keep to the rail. Familiar enough to feel learnable, and clearly showing the status of every order: Pending, Filled, Partially Filled.

The full marketplace dashboard with market list, holdings, and transactions

The deal page, everything to decide, in one dense hub.

The price chart anchors a defensible reference. The buy panel does the fee math live and names the holding entity. The tabs hold everything a careful person might want to check: people, profile, open offers, funding history, your transactions, discussion. And the sum is always visible: shares × price + 1% fee = total cost, with community stats alongside for a bit of social proof.

Company deal page with price chart, buy panel showing fee math, and diligence tabs

Place an order: take an ask, or name your own price.

Buyers see the live ladder of asks and can fill against it on the spot, or name a maximum price and leave a standing bid for the STF to match later. The sell side deliberately mirrors it, so learning one side teaches you the other for free. Net proceeds, after the fee, appear before anyone commits to anything.

Buy order screen showing available asks and a place-order panel with max price
Sell order screen for posting shares for sale at a chosen price

Left: the bid flow with the live order book. Right: the mirrored ask flow.

Making the trade.

Every order produces a receipt with one line that does the heavy emotional lifting: "You may cancel your commitment until it gets fulfilled." And when an issuer materially changes its offering, holders have to reconfirm or withdraw by a deadline. That's a Reg CF requirement, and I displayed it clearly upfront.

Secondary sale commitment receipt with type, status, price, quantity, fee, and value
Material Change Confirmation modal with Reconfirm or Withdraw and a response deadline

A feed to keep people oriented.

The feed gives the market a pulse: portfolio movement, company news, notable secondary sales.

Activity feed with a discussion comment, portfolio chart, educational material, and news cards

More screens · Dashboard & discovery

Marketplace dashboard, expanded market list
Activity feed
Primary offerings list
Closed companies view
Acquired companies view

More screens · Deal page tabs

Company profile tab
Key people tab with buy checkout
Key people tab, alternate state
Key people tab with no bio available
Funding history tab
Open offers / ask ladder
Pending offers state
Your transactions list, deal page
Your transactions, deal page alternate state
Discussion board tab

More screens · Orders, receipts & modals

Buy confirmation message
Sell shares checkout
Secondary sale commitment receipt
Announcement modal
Cancel order confirmation modal

More screens · Empty states

Empty state, no holding assets
Empty state, no transactions yet
Empty state, portfolio analytics graph not yet available
Empty state, deal page open offers tab, no offers made yet
Empty state, deal page your transactions tab
Empty state, deal page funding history tab

More screens · Mobile

Mobile marketplace dashboard
Mobile navigation menu
Mobile marketplace
Mobile market list, updated
Mobile account settings
Mobile wallet settings
Mobile activity feed
Mobile primary offerings
Mobile company selector dropdown
Mobile key people tab
Mobile key people tab, no bio
Mobile company profile tab
Mobile open offers tab
Mobile pending offers state
Mobile your transactions tab
Mobile discussion board tab
Mobile commitment receipt

Reflections

What designing a regulated market taught me.

01

Constraints aren't the enemy of UX, they're the brief.

The Reg CF rules that looked like obstacles, the reconfirmation windows and fee disclosures, turned out to be exactly what made the product trustworthy. Designed as plain decisions rather than fine print, compliance became something people could actually feel.

02

When money moves, reversibility beats reassurance.

No amount of confident copy calms someone about to move real money. One cancellable commitment did more for trust than a whole page of disclaimers ever could.

03

Borrow a mental model, then be honest where it breaks.

The stock-app metaphor made the marketplace instantly learnable. But private shares fill partially and carry real risk, and the craft was knowing exactly where to break the familiar pattern, and breaking it loudly.

What I'd do next

An in-app wallet, deeper price discovery, and a real discussion layer.

v1 proved the point: people will trade private shares when the venue is legible, reversible, and visibly compliant. Next comes deeper price discovery, a wallet brought in-house, and turning the deal page's discussion board into proper community due-diligence.

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