The old tricks of the primary market are being replayed on AI unicorns—only this time, compliance risks have spread from Silicon Valley to the domestic scene. The LPs with nested nominee arrangements can only hope for the best.

DeepSeek's first round of financing is nearing completion, with fierce competition for SPV secondary channels, and some LPs need to participate through nested nominee holdings and pay fees, posing high transaction risks. OpenAI and Anthropic's new policies state that SPV equity transfers without written consent are invalid from the outset, and buyers do not acquire shareholder rights; domestic nominee holdings also face compliance risks.