Macronacci
1.3K posts






🚀 SpaceX - Governance #11 Lock Up periods for early investors Exact Lock-Up Terms from the May 20, 2026 S-1 The lock-up conditions are described in the Underwriting section and cross-referenced in “Shares Eligible for Future Sale.” 1. Standard 180-Day Lock-Up Who: The Company, all directors, and all executive officers. Duration: 180 days after the date of the prospectus. What is restricted: They cannot sell, transfer, pledge, hedge, or enter into any transaction that transfers the economic ownership of any shares of Class A common stock (or securities convertible into/exercisable for Class A common stock). 2. Extended 366-Day Lock-Up (Founder + Major Investors) Who: Elon — 100% of his shares. And certain significant pre-IPO investors. Duration: 366 days after the date of the prospectus. Scope: Covers a very large block of shares (the S-1 leaves the exact number blank but states it represents a substantial percentage of outstanding shares). Only these "certain pre-IPO investors" do have this Early Release Provision, all that follows only applies to them: A portion of the shares subject to the 366-day lock-up can be released automatically on the following schedule (these do NOT apply to Elon's shares): The exact staged schedule, trying to put it in chronological order, but take it with a grain of salt: - After Q2 2026 earnings release → up to 20% (plus possible extra 10% if stock price is ≥30% above IPO price) (second half of July?) - 70 days after offering → up to 7% (Aug 21?) - 90 days → up to 7% (Sep 10?) - 105 days → up to 7% (Sep 25?) - 120 days → up to 7% (Oct 12?) - After Q3 2026 earnings release → up to additional 28% - 135 days → up to 7% (Oct 26?) - At 180 days → all remaining Early Release Eligible Shares (Dec 9?) Important note: Elon is explicitly not subject to any of these early-release provisions. 4. General Exceptions and Other Details The lock-up agreements contain customary exceptions (e.g., gifts to family, transfers to trusts, etc.), but any transferee must usually agree to be bound by the same restrictions. The underwriters (led by Goldman Sachs) can waive or release any portion of the lock-up at their discretion. Any early release or waiver must generally be applied pro-rata across holders. These lock-up terms are the standard protective mechanism used in almost every IPO to prevent a flood of shares hitting the market immediately after listing. Will TRY to address what this means for the index inclusions in post #11 Page 222+ (pdf) of the S-1 filing: sec.gov/Archives/edgar…


The legacy of Model S & X will live on in our vision for autonomy





The Senate Banking Committee released the latest draft of the CLARITY Act last night. The draft has significantly improved since January and reflects years of bipartisan negotiations. It’s time to get this passed. This bill safeguards consumers, includes important developer protections, and gives crypto entrepreneurs the regulatory clarity they need to build here in the U.S. We’re thankful for the hard work of the Senate Banking Committee and their staff. We urge Senators on both sides to move quickly to advance it out of Committee, to the Senate floor, and ultimately be signed into law by the President.




Tesla turned your phone into a mechanic. A diagnostic tool. Just take a pic. Tesla Assist looks at it and gives you the answer. Real next steps. Not generic… your actual car, your actual problem. It even tells you what to do next. All inside the app. That’s smart. @Tesla










