SpaceX priced its IPO at $135 a share, and the public market opens on June 12 to a company worth $1.77 trillion. The investors who got in years ago did not pay anything like that. A fund manager who bought a $10 million stake from Musk’s cousin Lyndon Rive in 2018, when SpaceX was worth about $30 billion, told Reuters he is now sitting on more than $200 million in gains. The same gatekeeper who approved the 2018 purchase is now setting the price for everyone else.
That gatekeeper is Elon Musk. The IPO process he designed, through years of private screening, a fixed share price, and an unusual division of underwriting labor, lands on the Nasdaq this week, with 30% of a $75 billion raise set aside for individual investors. The early winners came in through personal ties. The public side buys the same stock, at a $1.77 trillion market value, on terms no outsider negotiated.
How Pre-IPO Investors Got Through Musk’s Gate
Lyndon Rive is Musk’s cousin and the former CEO of SolarCity, the rooftop-solar installer that became part of Tesla Energy. In 2018, with Musk’s approval, Rive sold a chunk of his SpaceX stake to a fund manager running a $1.5 billion book. The price implied a roughly $30 billion company. The same fund manager told Reuters his position is now worth more than $200 million, and after the IPO SpaceX would account for 20% of his fund’s portfolio.
Another pre-IPO investor, a portfolio manager at a $500 billion U.S. fund, used his relationship with a Tesla board member to get an allocation of SpaceX shares in 2023. He, too, had to visit SpaceX’s headquarters. There, in a reversal of the usual roles, he was interviewed by Musk’s team, including chief financial officer Bret Johnsen, before getting the green light to invest. Reuters spoke with at least 10 other pre-IPO investors who described similar dynamics.
Ross Gerber, chief executive of the investment firm Gerber Kawasaki, which owns both SpaceX and Tesla shares, summed up the terms: “When we invested, it was straight up: Elon controls everything, and you’re not going to know anything unless you put in $250 (million).” Gerber said he invested anyway because his earlier Tesla position had been profitable.
Personal approval by Musk himself was the final step. Even after pouring in millions, the investors said, they were given only high-level financial information about the company. SpaceX was worth about $30 billion in 2018. The company is set to list at a market valuation of $1.75 trillion, a jump that turns the early decisions into generational fortunes.
Inside the Screening Process That Inverted the Roles
The fund manager who bought Rive’s stake described his SpaceX HQ visit in detail. Johnsen, the CFO, quizzed him on his fund’s finances, his intention to participate in future fundraisings, and the source of his money. The investor received some company information from Rive, but Rive needed SpaceX’s approval before he could sell the shares. To learn more, the investor said he had to seek out information from other sources, including a vendor that manufactured parts for SpaceX.
The investor received high-level revenue and growth numbers, but no balance sheet and no quarterly updates, a departure from the detail most companies in his fund’s portfolio provide.
We felt like we were getting interviewed more than we were interviewing them.
The fund manager’s remark, in an interview with Reuters, captures how the process inverted the usual due-diligence flow. Six of the pre-IPO investors in the stock said SpaceX maintains a relatively concentrated ownership base for a company of its size. Reuters could not determine how many shareholders sit on SpaceX’s official ledger, but U.S. rules cap private companies at 2,000 shareholders before additional disclosure requirements kick in.
Banks Got ‘Lanes’ and a Price Fixed Before the Roadshow
Underwriting transactions usually leave investor outreach to the banks, which use their own relationships and discretion to allocate stock. SpaceX turned the process on its head. The company assigned banks to specific investor pools and geographies in what market participants describe as a “lane” structure, directing firms to focus on defined parts of the offering rather than compete broadly across the deal. It then set a fixed offering price before the roadshow began.
SpaceX has 23 banks on the IPO. Some bankers were camped at SpaceX’s headquarters for more than six months designing the process, according to a source familiar with the deal. The arrangement was framed internally as a “great collaboration” that ensured each bank did its share of the work. Banks signed on to underwrite the offering without being told what they would be paid, sources said.
- 23 banks in the syndicate
- Goldman Sachs leads, Morgan Stanley is the second lead, followed by Bank of America, Citigroup, and JPMorgan Chase
- Underwriting fees below 0.75% of the raise, about $500 million in total
- Some bankers based at SpaceX HQ for six months or more
- The price was fixed at $135 per share before the roadshow began
- Banks signed on without being told what they would be paid
The Nasdaq stock market’s CEO, Adena Friedman, lobbied Musk and SpaceX President Gwynne Shotwell over several months to secure the listing, sources familiar with the exchange said. In March, Nasdaq changed its index rules to speed up the entry of large-cap companies like SpaceX as component stocks of the Nasdaq-100 soon after their listings. Analysts working on the deal were fielding as many as 20 calls a day from investors, above the 10 to 15 typically seen on in-demand offerings, the SEC filing setting the $135 share price shows.
Three Engines, One $1.77 Trillion Valuation
SpaceX filed its prospectus with the SEC late last month and updated it on Wednesday, setting a fixed price of $135 a share for 555.6 million shares, a $75 billion raise before any greenshoe is exercised. The underwriters hold an option on an additional 83.33 million shares, worth about $11.2 billion at the IPO price. About 30% of the deal has been earmarked for individual investors, roughly triple the allocation typical of a mega-cap offering, distributed through retail brokers including Robinhood, Fidelity, Charles Schwab, SoFi, and E*TRADE. At that level, SpaceX would be the seventh-largest U.S. company by market cap, above Tesla’s roughly $1.6 trillion.
Musk will hold the founder, CEO, CTO, and chairman titles on listing day. The company trades as SPCX on the Nasdaq and on the newly created Nasdaq Texas. The $135 price implies a $1.77 trillion valuation, assuming the EchoStar spectrum and Cursor transactions close, and represents the IPO’s central question: can one company carry the load of three very different businesses and still earn its multiple?
| Segment | 2025 revenue | 2025 result |
|---|---|---|
| Starlink | $11.39 billion | $4.42 billion operating income, 60%-plus EBITDA margins |
| Launch services | ~$4.1 billion | $657 million Starship R&D loss (deliberate) |
| xAI (acquired Feb 2026) | ~$3.2 billion | $6.4 billion operating loss |
The Risks Inside the 70-Plus Page S-1
Musk will own over 82% of the voting control after the offering, the SEC filing said, on roughly 42% of the equity through a super-voting class. SpaceX will list as a “controlled company” under Nasdaq rules, exempt from certain independent-director requirements. The S-1 also discloses a performance grant of up to one billion additional shares tied to milestones including a million-resident Mars colony. Tesla owners know the trade-off: concentrated control has produced extraordinary outcomes and recurring governance disputes.
The financial picture has its own weight. SpaceX reported $18.67 billion in 2025 revenue, up 33% from 2024. The consolidated GAAP net loss was $4.94 billion, with a $41.3 billion accumulated deficit as of March 31, 2026. Adjusted EBITDA was positive at $6.6 billion, lifted by Starlink’s cash generation, per the S-1 walkthrough of the three-engine structure.
The S-1 runs through more than 70 pages of risk factors. The material ones cluster around governance, customer concentration, and the increasingly tangled finances of Musk’s companies:
- One billion performance shares tied to Mars-colony and other operational milestones
- xAI’s $1.25 billion-per-month cloud agreement with Anthropic, terminable on 90 days’ notice
- $269 million in Tesla megapacks sold to xAI in April
- $430 million in Tesla batteries sold to xAI in 2024
- Tesla holds 18.99 million SpaceX shares, valued at $2.56 billion at the IPO price
- Customer concentration in NASA, the Department of Defense, and Anthropic
Musk merged SpaceX with xAI in February in a deal that valued the combined entity at $1.25 trillion, the SpaceX-xAI merger to launch orbital data centers described at the time. SpaceX and Musk did not respond to Reuters’ requests for comment for the underlying investigation. Citi declined to comment. Bank of America, Goldman Sachs, JPMorgan, Morgan Stanley, and Nasdaq also declined.
An Activist Letter to the People Buying the Stock
Tejal Patel is the executive director of the SOC Investment Group, a firm that advises union and public pension capital on corporate governance. On June 4, she sent a letter to other prospective SpaceX investors. The framing was blunt.
No fiduciary should accept this adverse combination of financial and governance risk.
Patel wrote in a June 4 letter seen by Reuters. SOC Investment Group is the union-affiliated arm of a wider coalition that has pressed companies on labor and governance, and the SpaceX letter lands in the same register: a fiduciary duty to challenge the structure, not the price. Rive, the former SolarCity CEO, and Johnsen, the SpaceX CFO, did not respond to requests for comment.
Pension Money and Index Demand Are Already Lined Up
Bradford Briner is the state treasurer of North Carolina. He expects his $149 billion state retirement system to wind up owning about $30 million of SpaceX shares, not by active choice but because SpaceX will be added to the Russell 1000 index, which a portion of the system tracks. “I can see both sides of this,” Briner told Reuters in an interview. “But betting against Elon Musk has been a mistake, in hindsight.”
Forced buying is the bigger story. The more immediate wave comes from the Nasdaq-100, where SpaceX has reportedly made early inclusion a condition of listing. At a roughly 5% weight against the index’s tracking assets, that would translate to about $25 billion of mandatory passive demand within days of the debut, hitting a deliberately thin float. The S&P 500 will be slower. The standard seasoning rules exclude SpaceX today, though S&P Dow Jones Indices has reportedly explored a Mega-Cap Exception that could pull the timeline forward.
The window is crowded. Anthropic confidentially filed its own IPO prospectus with the SEC on Monday, June 1. OpenAI is preparing to file its confidential prospectus in the coming weeks, per CNBC’s prior reporting. The cluster of mega-deals is straining the demand pipeline, but bankers on the SpaceX deal say the call volume has been extraordinary, with analysts fielding 20 calls a day, more than the typical 10 to 15 for an in-demand offering.
Retail demand is harder to track. Fidelity said the SpaceX IPO may be available to its customers with as little as $2,000 in a retail brokerage account, lower than typical IPO minimums, expanding the pool of buyers who can claim a piece of the listing. Musk’s wealth crossing $600 billion on the Bloomberg Billionaires Index, driven in large part by SpaceX’s private valuation, underlines how much of the IPO’s buyer pool is following the same man.
A Billion-Share Grant Tied to a Mars Milestone
The S-1’s amended filing on Monday set aside up to 5% of stock in the IPO for purchase by “certain employees and persons” in a direct share program, a layer on top of the public allocation. The performance grant of up to one billion additional shares, tied to milestones including a million-resident Mars colony, gives Musk’s equity a moving target. The 180-day lockup that follows the listing will run on the largest IPO in U.S. history, more than triple the size of Alibaba’s 2014 debut. The underwriter fee negotiations reported separately by Bloomberg put the banks’ cut at under 0.75%.
Ticker SPCX, listing on Nasdaq, June 12. The gates that defined the inside winners open a crack on day one, and the public market gets the same stock, the same Musk, and the price Musk set, per the original investigation of the screening process.
Disclaimer: This article is for informational purposes only and does not constitute financial advice. Investing in IPO securities, particularly companies with concentrated control structures, loss-making operations, and complex related-party transactions, carries significant risk. Past performance is not indicative of future results. Readers should consult a qualified financial professional before making any investment decision. Figures cited are accurate as of publication on June 15, 2026.





