StubHub’s IPO Highlights Return of Super-Voting Dual Class Shares, Empowering Founder

Date:

StubHub (NYSE: STUB) completed its highly anticipated IPO last week, with co-founder and CEO Eric Baker securing nearly 90% of voting power through super-voting dual class shares, despite holding just 11% of the company’s equity. This structure underscores a resurgence of founder-friendly share setups in the IPO market and signals investor acceptance of concentrated voting control.

Company Background

Founded by Eric Baker, StubHub operates a global ticket resale marketplace for live events, using the StubHub brand in North America and Viagogo internationally. The platform connects buyers and sellers, providing both event tickets and resale solutions for entertainment, sports, and cultural events. The company has faced regulatory scrutiny and legal challenges over pricing and transparency but remains a dominant player in secondary ticketing.

Dual class share structures have become increasingly common among tech-focused IPOs, allowing founders and early investors to retain decision-making control. StubHub’s use of 100-to-1 voting shares is an extreme example compared with the more typical 10-to-1 ratios.

IPO Details

  • Ticker Symbol: STUB

  • Exchange: NYSE

  • Share Structure: Non-listed Class B shares carry 100 votes per share; listed Class A shares carry 1 vote each

  • Founder Ownership: 11% of outstanding shares, nearly 90% voting power

  • Market Reception: IPO priced at midpoint; shares fell -21% post-listing

Market Context & Opportunities

Dual class share structures have historically been associated with tech disruptors such as Google and Facebook, ensuring founders retain strategic control while accessing public capital. Between 2020 and 2024, roughly 20% of IPOs had dual class shares, with the trend accelerating in 2025: 32% of issuers so far have used super-voting shares. This includes tech and non-tech sectors alike, reflecting broader acceptance of founder control structures.

The resurgence of these structures is happening amid a market environment where investors continue to value founder vision, while IPOs seek mechanisms to protect long-term strategy against short-term shareholder pressures.

Risks & Challenges

  • Investor Pushback: Public investors may be wary of concentrated control that diminishes their influence.

  • Performance Pressure: Dual class structures do not protect against market volatility or operational underperformance.

  • Reputation Risk: Overly skewed control can create negative sentiment, potentially impacting valuations.

Closing Paragraph

StubHub’s IPO demonstrates that founder-friendly structures are re-emerging in the public markets, giving insiders disproportionate control while raising capital. While the approach secures strategic decision-making for leadership, it may temper enthusiasm among public investors wary of limited influence. The effectiveness of such super-voting structures in balancing control with market credibility will continue to shape the IPO landscape moving forward.

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