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FRGE • CIK 0001827821
categories: investors, shareholders, and companies. To serve the distinct needs of each of these categories we have strategically invested in complementary solutions to offer our clients the most critical tools to participate in the private market ecosystem through an integrated platform that allows clients to engage in various investment opportunities and supports the process from beginning to end. We believe this holistic approach yields strong platform-based network effects, fueling participation in the private market and our growth. We attribute our success to our integrated operating model, the remarkable efforts of our employees, the momentum contributed by our many clients, and our commitment to ensuring that our technology performs at the highest level. Our Comprehensive Suite of Private Market Solutions Marketplace The flagship product of Forge’s private market platform is the Forge marketplace, which is designed to efficiently connect buyers looking to invest in private companies and sellers of company shares and related products. To enhance private market participation for our clients, our marketplace incorporates features designed to simplify the complexities of private market transactions. These features include actionable data, insights, order submission and management, active negotiation and matching, and facilitating closing. We believe the seamless integration of these features creates a smooth client experience characterized by a centralized and intuitive user interface which enables clients to register for free, add holdings, explore private company data and insights, discover trade opportunities, effortlessly express trade interest, and ultimately enter into a transaction. As a result of our extensive operating history, we have a deep understanding of the varied needs that market participants have when transacting in private markets. To address these distinct needs, our marketplace offers a diverse suite of transaction frameworks to our clients: • Direct Secondary Transfers. Clients can directly buy and sell preferred and common stock of private companies by searching for companies by name, sector, or valuation. Clients submit an indication of interest (“IOI”) on the platform indicating whether they are buying or selling, the series or class of equity they want to sell or buy (e.g., preferred, common, or both), the price range, and number of shares or volume range they are looking to buy or sell. Buyers and sellers are then matched on the platform based on those parameters and Forge facilitates the transaction. We also provide certain template documents to the parties and facilitate execution of company-specific stock transfer agreements at closing. For the year ended December 31, 2024, transactions took an average of 42 days to close and the standard minimum transaction size on our platform was $100,000; however, we facilitated transactions less than this minimum size based on circumstances such as upon the specific request of certain sellers or to receive a partial execution of a larger order. Our subsidiary, Forge Lending LLC ("Forge Lending"), also supports private company employees by providing non-recourse loans with deferred interest to facilitate the exercise of their stock options in connection with sales on the Forge marketplace. • Forge Fund and Third-Party Investments. Forge funds are designed to provide investors with the opportunity to acquire ownership interests in Single Asset Funds (each, a “SAF”) managed by Forge Global Advisors LLC ("FGA"), our registered investment adviser subsidiary (see “Asset Management” below for additional services offered by FGA). Ownership interests are represented in fund units of the SAF that owns the underlying shares of 4 Table of Contents the private company or has in investment in a master fund that owns those shares. In addition to facilitating transactions through our Forge-established SAFs, Forge also serves as a placement agent for third-party funds. • Forge Pro . Forge Pro is our web application geared towards institutional clients that combines data visualization and visibility of detailed trade data, such as trading book views, extensive company data, and advanced pricing data. Through Forge Pro, clients are able to enter and manage IOIs and orders through a professional-grade interface designed for sophisticated market participants.…