Primary markets and secondary markets: Two important cogs in the wheel of capitalism

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New or used, fungible or unique—there’s a market for that.

© Michael M. Santiago—Getty Images News/Getty Images, © Scott Olson—Getty Images News/Getty Images; Photo composite Encyclopædia Britannica, Inc.

When you buy a new sweater at the Gap, you’re making a purchase on a primary market—that sweater had never been offered to the public before. Pick up a similar sweater at a thrift shop, and you’ve made a stop on the secondary market.

The financial markets also have primary and secondary markets. The primary market is where new securities are issued, with the issuing companies and governments selling to financial intermediaries such as broker-dealers or directly to investors. After that first issuance, wherever the security (a bond or a share of stock, for example) changes hands, it does so in a secondary market such as an exchange.

In the securities industry, the primary and secondary markets have different, important functions. Understanding these will give you a better understanding of how the markets work.

The primary market is where new securities are issued for the first time. It’s the initial step in raising capital for corporations, governments, or other entities. The issuers exchange public securities for money from investors. The exact process varies with the type of security and the issuer’s preferences, but it usually follows one of the following models:

When privately held companies go public, they frequently choose to offer their shares to the public for the first time through an IPO. The company files a prospectus with their nation’s securities regulator (in the U.S., that’s the Securities and Exchange Commission or SEC) to which investors can refer for more information. Corporate bonds may be issued through a similar process.

U.S. government bonds are sold at auction. A handful of financial institutions, known as primary dealers, submit competitive bids for bonds they wish to purchase and the rate they will accept. Most participants are noncompetitive bidders, meaning that they agree to accept the rate determined by the competitive process.

In contrast to an IPO, a direct listing (called a direct public offering or DPO) allows a company’s existing shares to be traded on an exchange without issuing new shares. Companies sometimes go this route after several rounds of private funding through venture capital and private equity investors. (Sometimes founders, venture capital firms, and/or private equity investors trade their ownership interest among each other without listing in the public market. These transactions are known as private equity secondaries.)

In a private placement, a company issues stock or bonds to a small group of investors without going through the rigors of a public listing. Private placement investors are typically of the “institutional” variety—pension funds, endowments, and high-net-worth investors.

In the cryptocurrency universe, an initial coin offering, or ICO, is an unregulated offering in which investors receive crypto coins or tokens in exchange for cash or other crypto assets. The coins represent ownership—and perhaps voting rights—similar to shares of stock.

After securities are issued and stock listings are created, the new stocks and bonds trade on the secondary market. Even bank loans and investment products can be traded. For example, the secondary mortgage market is robust. You can also purchase certificates of deposit (CDs) on a secondary market—just search any brokerage site for “brokered CDs.”

When you buy or sell a security on the secondary market, the trade is actually matched on an execution venue such as an exchange or OTC venue. But individual investors don’t typically connect directly to the execution venue; we work with a broker. Before electronic markets, this meant calling your broker or visiting the brokerage office, making a plan, and waiting hours or even days for the broker to execute the trade on the exchange. Nowadays, you can buy and sell securities—often commission free—through an online brokerage platform or mobile app.

In finance, the secondary markets are generally more active than the primary markets. That’s because securities are fungible, meaning that one is as good as another. Two shares of IBM stock are the same, no matter who owned them last or when they were issued to the public.

Two secondhand Gap sweaters, in contrast, may have received very different care and thus have very different values. They may be of different styles, sold to the public at different times. Thrift shops, meanwhile, must compete with the Gap store, which may even have competitive prices on new items, particularly come clearance time.

In the financial markets, secondary markets allow securities to trade long after the initial issuer receives funds. This robust market offers liquidity while helping assure issuers that there will be buyers the next time they come to the primary market.

Primary and secondary markets—and all markets, really—help people and entities set prices for stocks, sweaters, and all assets in between. Together, primary and secondary markets serve an important role in the price discovery process, and are essential for the proper functioning of capital markets.