The S-1 Is Filed. Every Model You Built Before April 1 Is Wrong

Watch the Full Breakdown

We filmed a complete walkthrough of everything in this post. The four shifts, the Low-Liquidity Zone timeline, and the one question that separates prepared shareholders from trapped ones. If you prefer to watch rather than read, start here.

This also applies beyond SpaceX. Anthropic, Anduril, Databricks. Any pre-IPO company approaching a public offering will face the same blackout math.

The Filing That Broke Your January Models

SpaceX confidentially filed its draft registration statement with the SEC on April 1, 2026. Bloomberg, CNBC, and Reuters confirmed the filing independently. Twenty one underwriters are involved, led by Morgan Stanley, Bank of America, Citigroup, JPMorgan Chase, and Goldman Sachs. The planned raise is up to $75 billion, with up to 30% allocated to retail investors. That retail allocation is approximately three times the standard for an IPO of this size.

The initial valuation target was $1.75 trillion. Bloomberg reported the following day that the target had been boosted above $2 trillion. Polymarket’s closing market cap contract has $2 trillion plus as the leading outcome at 47%, with the $1.8 trillion to $2 trillion range at 18%.

The public S-1 is expected late April or May. The roadshow is targeting the week of June 8, with listing to follow on Nasdaq. Polymarket prices the June listing at 65.5% probability.

We published a detailed walkthrough of what the pre-IPO blackout means, how the accelerated RSU vest works, and what ISO holders should be evaluating before the window closes. If you haven’t read that post, start there. It covers the mechanics.

This post covers something different. This post is about the numbers. Specifically, why every number you modeled before April 1 is wrong and what to do about it in the next few days.

The $2 Trillion Valuation Is Not a Rounding Error

Most shareholders who planned ahead this year ran their models at the old 409A, roughly $527 per share. Some modeled a range up to $1.75 trillion. That was responsible planning at the time.

It is no longer sufficient.

The jump from $1.75 trillion to above $2 trillion changes the per share price, widens the spread on every ISO grant, increases the gross income on every RSU vest, and raises the concentration percentage for every shareholder. This is not a minor adjustment. It is a repricing of the entire equity position.

What $2 Trillion Does to Your AMT Exposure

The Alternative Minimum Tax is driven by the spread between your strike price and the fair market value at the time of exercise. When the fair market value increases, the spread increases, and the AMT bill increases with it.

For a composite scenario of 10,000 ISOs at a $10 strike, the spread at a $1.75 trillion valuation produces one AMT number. At $2 trillion, that same grant produces a materially larger spread, and the AMT exposure can jump by six figures. The crossover point, meaning the amount of spread you can absorb before additional federal AMT kicks in, stays the same. It is determined by your income, filing status, and deductions. But the amount of spread that exceeds the crossover point grows when the valuation climbs.

If you sized an exercise batch earlier this year to stay within your AMT free zone, that batch may no longer fit. Fewer shares may be exercisable before triggering additional AMT. The batch needs to be re-sized at the new valuation.

For the full AMT math at multiple valuations, including the crossover strategy and multi-year exercise framework, see our detailed companion post: SpaceX IPO Tax Bill: The Math Every Shareholder Needs to See.

→ Re-run your AMT crossover point at $2T

What $2 Trillion Does to Your RSU Withholding Gap

We covered how the accelerated RSU vest works and what it means for your tax timeline in our previous post. Here is the piece that post did not address: how the $2 trillion valuation changes the size of the gap.

Standard supplemental wage withholding is 22% federal (37% above $1 million). Actual combined rates in California run 45% to 52%. The gap between withholding and actual liability widens as the per share price increases, because the gross income at vesting increases while the withholding percentage stays flat.

At the previous 409A, a 500 share RSU vest might create a withholding shortfall of $100,000 to $120,000. At a $2 trillion valuation, that same vest creates a larger gross income figure and a larger gap. Not because the tax rate changed, but because the income increased.

If you modeled your withholding gap before the filing, the number is too low. Re-run it at the updated valuation.

→ Calculate your withholding gap at the new 409A

What $2 Trillion Does to Your Concentration Score

This one requires no action on your part to change. If your SpaceX position was valued at $1.75 trillion and is now valued at $2 trillion, your concentration as a percentage of net worth went up automatically. You did not buy more shares. You did not sell other assets. The underlying position repriced, and your concentration moved with it.

For shareholders already at 70%, 80%, or 90% concentration, the jump to $2 trillion pushes the score even higher. That matters because concentration risk is not theoretical. It is the dollar amount you stand to lose if the stock declines by 20%, 30%, or 50% from its current price. At $2 trillion, that dollar exposure is larger than it was two weeks ago.

→ Re-score your concentration risk at $2T

The Lockup Math Nobody Is Talking About

The valuation shift gets the headlines. The lockup math is where the real planning leverage lives.

A June listing means the post-IPO lockup period starts in June. The lockup is typically 90 to 180 days for employees. And the length of the lockup determines something critical: which tax year your first post-lockup sales land in.

90 Day Lockup: Everything Stacks Into 2026

A 90 day lockup from a mid-June listing places the earliest post-lockup sales in September or October 2026. Same calendar year as the IPO. Same year as your salary, your RSU vesting, your ISO exercises, and every other income event.

The result is income stacking. Your marginal tax rate on the last dollar of 2026 income, in California, can exceed 50%. That rate applies to your post-lockup sale proceeds on top of everything else that already hit.

180 Day Lockup: The 2027 Option

A 180 day lockup from a mid-June listing pushes the expiry to December 2026 or January 2027. If the expiry falls in January, your first post-lockup sales generate gains in tax year 2027, not 2026.

That changes the entire picture. 2027 starts with a clean bracket. Your marginal rate on the first dollar of 2027 income is lower than the marginal rate on the last dollar of 2026 income. The difference between selling on December 28, 2026 and selling on January 3, 2027 can shift hundreds of thousands of dollars between tax years.

Why This Needs to Be Modeled Now

You do not yet know which lockup you will get. The length will be specified in the public S-1. But you can model both scenarios today and understand the range of outcomes before the information becomes public.

If the 90 day scenario means you need more cash in 2026 to cover the stacked tax liability, you need to know that now, while you still have time to position your cash reserves. If the 180 day scenario opens a 2027 planning window, you need to understand how that changes your sell strategy, your estimated payment schedule, and your diversification timeline.

The lockup length is not a detail to sort out later. It is one of the highest-leverage planning variables available to you right now.

→ Model your post-lockup portfolio at different valuations and sell percentages

The Five Calculator Reset

This is the action section. Five calculators. Five minutes each. One updated input: $2 trillion.

1. SpaceX ISO Exercise and AMT Calculator. Re-run your exercise cost and AMT exposure at $2 trillion. Check whether your planned batch still fits within your crossover zone. If the batch no longer fits, resize it. If you have not started exercising and are considering a pre-blackout exercise, this calculator shows you the cost at the current 409A versus the projected IPO valuation. → augustuswealth.com/spacex-pre-ipo-iso-planning

2. SpaceX RSU Tax and Withholding Gap Calculator. Re-run your next vesting event at the updated 409A. Calculate the gap between what will be withheld and what you will actually owe. Set aside the cash now. Not in April 2027. → augustuswealth.com/spacex-pre-ipo-rsu-planning

3. SpaceX Concentration Risk Analyzer. Re-score your concentration at $2 trillion. Know the number. Understand the dollar exposure at 20%, 30%, and 50% drawdown scenarios. → augustuswealth.com/spacex-concentration-risk

4. SpaceX IPO Diversification Simulator. Model your post-lockup portfolio at different sell percentages, IPO valuations, and lockup lengths. Determine how much you would need to sell to reach your target diversification level. → augustuswealth.com/spacex-ipo-simulator

5. Critical Mass Simulator. Find the portfolio value at which your diversified assets cover your annual expenses without SpaceX appreciating another dollar. This number determines how you approach the post-lockup sell decision. If you are close to critical mass, the calculus is completely different than if you are far from it. → augustuswealth.com/critical-mass-simulator

How This Post Fits With Everything Else

This post is part of a four-post content architecture. Each post targets a different question at a different moment in the shareholder’s timeline.

SpaceX IPO Planning Guide is the comprehensive framework. Five decisions every shareholder needs to make. The Worker to Investor progression. Common mistakes. The full planning sequence from pre-IPO through post-lockup diversification. Start here if you are new to equity compensation planning.

SpaceX IPO Tax Bill is the detailed math. The $700K spread scenario. AMT crossover strategy. RSU withholding gap calculations. Multi-year exercise framework. Start here if you want to understand the tax mechanics in depth.

SpaceX Blackout: How to Prepare covers what the blackout is, why the RSU vest was accelerated, and what ISO holders should evaluate before the window closes. Start here if you need to understand the mechanics of what is happening this month.

This post covers what changed on April 1 and what it does to your models. The $2 trillion valuation shift. The lockup tax year math. The five calculator reset. Start here if you already understand the mechanics and need to update your numbers.

Frequently Asked Questions

When did SpaceX file the S-1?

SpaceX confidentially filed its draft registration statement with the SEC on April 1, 2026. The filing was confirmed by Bloomberg, CNBC, and Reuters. The public S-1 is expected late April or May 2026.

When is the SpaceX IPO?

The roadshow is targeting the week of June 8, 2026, with listing on Nasdaq to follow. Polymarket prices the June listing at 65.5% probability. Twenty one underwriters are involved, led by Morgan Stanley, Bank of America, Citigroup, JPMorgan Chase, and Goldman Sachs. The planned raise is up to $75 billion.

What is the SpaceX IPO valuation?

SpaceX initially targeted $1.75 trillion at filing. Bloomberg reported the next day that the target had been boosted above $2 trillion. Polymarket’s closing market cap contract has $2 trillion plus as the leading outcome at 47%, with $1.8 trillion to $2 trillion at 18%.

Why do I need to re-run my SpaceX equity models?

Three inputs changed simultaneously on April 1: the timeline compressed from “sometime in 2026” to approximately six weeks, the valuation jumped from $1.75 trillion to above $2 trillion, and the lockup clock moved forward by months. Any model built before the filing uses stale inputs. The AMT exposure, withholding gap, and concentration risk are all higher at $2 trillion.

How does the $2 trillion valuation change my AMT bill?

The AMT is calculated on the spread between your strike price and the fair market value at exercise. A higher valuation means a wider spread. On a 10,000 share ISO position, the jump from $1.75 trillion to $2 trillion can increase the AMT exposure by six figures. Your AMT crossover point stays the same, but the amount of spread exceeding it grows.

→ Model your AMT at $2T

How long is the SpaceX IPO lockup period?

The expected lockup is 90 to 180 days. A 90 day lockup from a June listing would expire in September or October 2026, placing post-lockup sales in the same tax year as the IPO. A 180 day lockup would expire in December 2026 or January 2027, potentially pushing gains into a different tax year. The specific length will be disclosed in the public S-1.

Does the lockup length affect which tax year my gains land in?

Yes. A 90 day lockup means your first post-lockup sales fall in 2026, stacking on top of all your other 2026 income. A 180 day lockup could push first sales into January 2027, which starts a new tax year with a lower marginal bracket. The difference can be hundreds of thousands of dollars depending on total income and the size of the sale.

How much is SpaceX raising in the IPO?

SpaceX is planning to raise up to $75 billion across 21 underwriting banks. Up to 30% of the offering may be allocated to retail investors, approximately three times the standard retail allocation for an IPO of this size.

Where can I find the full SpaceX IPO planning resources?

Augustus Wealth publishes a comprehensive SpaceX IPO Planning Guide, a detailed tax math breakdown, and a blackout preparation guide. Five free SpaceX specific calculators are available at augustuswealth.com/equity-tools. No login or email required.

Your Models Are Stale. The Blackout Is Coming. Update Them Now.

The S-1 is filed. The valuation is above $2 trillion. The lockup clock starts in June. And the pre-IPO blackout is approaching, which will shut down the ability to exercise ISOs at the current 409A valuation.

If your SpaceX equity represents a meaningful portion of your net worth, the five calculators above are the minimum response. Re-run them at $2 trillion. Now.

→ SpaceX ISO Exercise and AMT Calculator
→ SpaceX RSU Tax and Withholding Gap Calculator
→ SpaceX Concentration Risk Analyzer
→ SpaceX IPO Diversification Simulator
→ Critical Mass Simulator

Or skip straight to a conversation: Talk to Derek →

DISCLOSURE:

Augustus Wealth, LLC is a registered investment adviser. Advisory services are only offered to clients or prospective clients where Augustus Wealth, LLC and its representatives are properly licensed or exempt from licensure. This financial planning assessment is solely for informational purposes. Past performance is no guarantee of future returns. Investing involves risk and possible loss of principal capital. This assessment is built based off information provided by the client and cannot be relied upon as financial advice. No advice may be rendered by Augustus Wealth, LLC unless a client service agreement is in place.