Musk locks 100% of SpaceX shares for 366 days

SpaceX filed an S-1 with the SEC on May 20, 2026, saying Elon Musk will lock 100% of his shares for 366 days as the company prepares to list on Nasdaq under the ticker SPCX as soon as June 12. The registration statement sets ownership limits, discloses a corporate Bitcoin position and outlines staggered restrictions for other shareholders.

The filing specifies a 366-day lock-up for Musk and staggered 180-day lock-ups for other holders. The shorter restrictions include early release triggers tied to published earnings and sustained share-price performance above the IPO price. The S-1 also carves out roughly 5% of shares for employees and a friends-and-family pool that is not subject to the lock-up. SpaceX’s dual-class share structure would retain concentrated control, with Musk keeping about 85.1% of voting power after the listing.

The registration statement reports 18,712 Bitcoin on SpaceX’s balance sheet, valued in the filing at about $1.293 billion, against an acquisition cost of $661 million and an embedded gain near $632 million. Public on-chain trackers have labeled roughly 8,285 BTC to known corporate addresses through April 2026; the filing indicates additional corporate addresses that have not been publicly mapped.

Accredited investors may access actual pre-IPO shares through secondary platforms that trade private-company stakes, where recent secondary transactions have placed SpaceX around a $1.75 trillion valuation. Direct pre-IPO ownership on those platforms generally requires accredited or institutional status, keeping most retail investors from buying real shares before the Nasdaq debut.

Several crypto venues have launched synthetic SPCX perpetual contracts that mirror an implied share valuation while providing no voting rights, dividends or other shareholder protections. Exchanges offering such contracts include Hyperliquid, Binance, OKX, Bitget and BingX. These perpetuals rely on constructed oracles that combine recent private tender prices, selected public-company proxies and prediction-market midpoints to form a price anchor, and use funding payments to push contract prices toward that anchor.

Operators of tokenized or synthetic SPCX products face operational choices once shares begin trading on Nasdaq: retire pre-IPO contracts, migrate them to perpetuals tied to the live share price, or convert tokenized wrappers into instruments that track the public print. Hyperliquid’s tokenization arm used a HIP-3 standard to allow an independent deployer to launch a SPCX-USDC perpetual on May 18; that contract recorded about $33 million in volume on launch day and traded briefly near $216 before settling near $203. Several tokenized share products are planned to become available within hours of the Nasdaq opening.

The S-1 serves as the legal baseline for disclosures and valuation inputs, including the lock-up terms and the Bitcoin holdings. The Musk lock-up prevents the largest insider from selling for a year, while other holders face shorter restrictions and specified carve-outs. Market participants will compare exchange-based perpetual prices and tokenized products to the Nasdaq trading price after the IPO to assess how those off-exchange venues match the public market.