SpaceX (SPCX) lockup calendar
SpaceX (SPCX) lockup calendar
One-line summary: The June 12, 2026 424B4 converts the IPO lock-up to calendar dates and share counts from the prospectus / listing date, in three pools (180-day staggered, extended through Q2 2027 earnings, Musk 366 days with no early release) — eligibility is not the same as observed selling.
The insight
SpaceX did not use a single 180-day cliff. The controlling text is the 424B4 "SHARES ELIGIBLE FOR FUTURE SALE" table plus the Underwriting lock-up: day counts run from the date of this prospectus = June 12, 2026, the filing itself prints calendar dates and up-to share counts, and Musk is carved out of every early-release provision. A pre-listing secondary map (Fool / Darrow) had the 180-day percents roughly right and is not the calendar.
Evidence
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: 424B4: "The second full trading day on Nasdaq immediately following the First Earnings Release Date … Up to 911.5 million shares of Class A common stock … Excludes shares held by 'affiliates'."
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: First Earnings Release Date = public release of Q2 2026 results, "which for this purpose does not include 'flash' numbers or preliminary, partial earnings."
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: "August 20, 2026 (70th day after the date of this prospectus) … Up to 319.0 million."
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: "Mr. Musk has agreed … during a period of 366 days after the date of this prospectus" / table "June 12, 2027 … Up to 6.4 billion … Shares held by Mr. Musk will not be subject to any early release provisions."
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: Musk + "certain shareholders" extended pool: "an aggregate of 7.8 billion shares … approximately 60% of our shares outstanding (after giving effect to this offering)."
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: 10-Q Item 5: Bret Johnsen and Gwynne Shotwell "agreed to subject the vast majority of [their] shares to the extended lock-up period."
- From 2026-08-26-autoresearch-spacex-lockup-calendar-and-q2-2026-print: Performance Additional Release (455.8 million) needs close ≥30% above $135 ($175.50) for 5 of 10 trading days ending on the First Earnings Release Date — fetched Jul 21–Aug 4 closes were all $108–$126.
- From 2026-09-09-research-spcx-n100-rebalance-sep-2026: "Do not duplicate that table here." Sep 9 (90th day, up to 319.0M ex-affiliates) and Sep 10 (91st day affiliates, up to 59.1M) stay on this page only.
- From 2026-09-09-research-spcx-n100-rebalance-sep-2026: Later 180-day-pool day-count steps "Sep 24 / Oct 9 / Oct 24 (105/120/135th day, up to 328.4M each)" are supply context only against a separate NDX demand window — street “>1B by late October” aggregates already-vaulted eligibility, not a new primary count.
- From 2026-09-09-research-spcx-n100-rebalance-sep-2026: "Q3 earnings-tied 28% / up to 1.3B remains calendar-day unknown until the First Earnings Release Date for Q3; street “mid-November” is secondary timing color (Briefs/HTX), not a Nasdaq or 424B4 fixed date."
- From 2026-09-14-research-spcx-ndx-rebalance-sep12-refresh: "Do not re-file Sep 9–10 unlock eligibility table (PR 144 / vault calendar)."
- From 2026-09-14-research-spcx-ndx-rebalance-sep12-refresh: "Do not duplicate day-105 Sep 24 (~328.4M) calendar row; if needed for supply overhang color against the Sep 21 demand window, point to vault spacex-lockup-calendar only."
Calendar (424B4 primary)
Day-count start = prospectus date June 12, 2026 (listing), not the June 15 close. Share counts are the filing's table, not percents × later float.
180-day pool
| Date | Mechanic | Up to | Status as of 2026-08-26 |
|---|---|---|---|
| Second full trading day after First Earnings Release Date | 20%, ex-affiliates | 911.5 million | Eligible Aug 6 if FERD = Aug 4 after-close print. No 8-K confirms selling. |
| Same date, if performance trigger fires | +10% Additional Release, ex-affiliates | 455.8 million | Did not fire on fetched closes. |
| August 20, 2026 | 70th day, 7%, ex-affiliates | 319.0 million | Date passed. Volume that session is not a release confirmation. |
| September 9, 2026 | 90th day, 7%, ex-affiliates | 319.0 million | Future |
| September 10, 2026 | 91st day, 180-day-pool affiliates | 59.1 million | Future |
| September 24 / October 9 / October 24, 2026 | 105 / 120 / 135th day, 7% each | 328.4 million each | Future |
| Second full trading day after Q3 2026 results | 28% | 1.3 billion | Earnings-tied; not yet a calendar day |
| December 8, 2026 | 180th day remainder | 328.4 million if Additional Release fired; else 797.6 million | Future; remainder is the no-trigger case |
Extended pool (certain shareholders, other than Musk)
| Date | Mechanic | Up to |
|---|---|---|
| Second full trading day after Q4 2026 results | 20% | 351.9 million |
| March 18, 2027 | 280th day, 10% | 176.0 million |
| Second full trading day after Q1 2027 results | 20% | 351.9 million |
| May 17, 2027 | 340th day, 10% | 176.0 million |
| June 12, 2027 | 366th day, 20% | 351.9 million |
| Second full trading day after Q2 2027 results | remainder | 351.9 million |
Musk
| Date | Mechanic | Up to |
|---|---|---|
| June 12, 2027 | 366 days after prospectus date; no early release | 6.4 billion (incl. Class B conversion + 350 million Class B options) |
Goldman Sachs may release any locked securities at any time (424B4).
September 2026 NDX demand pulse (supply context only)
Do not re-file the Sep 9–10 table. Do not duplicate the day-105 Sep 24 (~328.4M) row already on this calendar. The 2026-09-09 clip treats those rows as already-vaulted eligibility and uses later 180-day-pool steps plus the Q3 earnings-tied 28% / up to 1.3B only as supply overhang context against a separate mechanical Nasdaq-100 demand window. The 2026-09-14 refresh updates that demand path to Bloomberg-syndicated Nasdaq GIW daily pro forma ~1.28%→~2.82% (indicative; final later this month; no primary $ figure) while Sep 21 effective stays methodology-mapped / GIW-timing-consistent, not IR-confirmed. Street “mid-November” for Q3 is secondary color, not a 424B4 date. Eligibility ≠ selling. Not a buy/sell. From 2026-09-09-research-spcx-n100-rebalance-sep-2026 and 2026-09-14-research-spcx-ndx-rebalance-sep12-refresh.
Contradictions / tensions
- Secondary map vs 424B4. Pre-listing Fool/Darrow (
2026-06-01-spacex-ipo-lockup-schedule) matched Pool A percents and missed the extended pool, share counts, the 91st-day affiliate row, and prospectus-date calendar math. Their "certain significant investors" 366-day phrase is secondary; 424B4 splits Musk (366 days, no early release) from "certain shareholders" (extended pool through Q2 2027 earnings). Record, do not flatten. - Aug 6 tape vs 70-day. The Aug 7 clip's first-expiry date 2026-08-06 plus 911.5 million matches the earnings-tied 20%, not the 70-day (Aug 20 / 319.0 million). Do not invent that Aug 6 "was the 70-day tranche."
- Japan FWP dated some clocks off the document / "Pricing Date." 424B4 supersedes.
- Eligibility ≠ selling. No fetched 8-K says a tranche was sold. The Aug 4 S-8 reoffer (136,949,657 shares) is still "subject to any lock-up."
Open questions
- How many of the Aug 6–eligible 911.5 million (and Aug 20–eligible 319.0 million) actually traded? Form 144 / 10b5-1 prints were not fetched as a sale tape.
- Does any later amendment move day counts from listing (June 12) to close (June 15)? None fetched.
- What calendar day is the Q3 28% / 1.3 billion row? Still earnings-tied. Street “mid-November” from Briefs/HTX is secondary timing color, not a 424B4 or Nasdaq date. From 2026-09-09-research-spcx-n100-rebalance-sep-2026.
- spacex-ipo-post-listing-entry-timing is a separate question and was not opened, edited, or closed from this source.