Space Exploration Technology Company (SpaceX) submitted its IPO prospectus this time, disclosing for the first time the financial status and operating conditions of the world's largest unlisted company. This listing is expected to set a record for the largest IPO in global history, and may also help founder Elon Musk become the world's first trillionaire. The company plans to list on Nasdaq in June under the stock codeSPCX. The prospectus submitted on Wednesday has not yet disclosed the issuance price and estimated initial valuation. The following is the core key information in the prospectus:
In March this year, the Falcon 9 rocket of the Space Exploration Technology Company successfully lifted off from Cape Canaveral, Florida, USA.
Losses hit $4.9 billion
The market estimates that the company's initial listing valuation will reach US$1.5 trillion and above, but its financial situation is far inferior to other large giants in the United States. Last year the company had revenue of $18.7 billion and a full-year loss of $4.9 billion.
Losses have widened further this year: a loss of $4.3 billion on revenue of $4.7 billion in the first quarter.
The financial report data reflects two major operating conditions:
First, the traditional aerospace business has developed steadily, relying on the first-generation Falcon rocket to undertake mature businesses such as satellite launches and manned spaceflight. At the same time, the Starlink satellite Internet business continues to expand. Revenue from the space launch business last year was US$4.1 billion, but it is still not profitable; revenue from the Starlink business reached US$11.4 billion.
Second, the merger and reorganization of the artificial intelligence start-up xAI was completed in February this year, resulting in huge losses. In order to catch up with competing products in the industry, xAI invested heavily in building large-scale data centers and burned huge amounts of money. The company achieved revenue of US$3.2 billion last year.
Recently, SpaceX has reached a cooperation with the artificial intelligence company Anstri. The latter’s Cloud AI competes with SpaceX’s self-developed Grok AI. The two parties agreed that SpaceX will lease the computing power resources of two large data centers at a monthly rental fee of US$1.25 billion, and the cooperation period will last until May 2029.
The company's overall capital expenditure last year reached US$20.7 billion, of which xAI invested US$12.7 billion, and the total capital expenditure of the space launch and satellite business was US$8 billion.
Musk controls 85% of voting rights
Musk founded SpaceX in 2002 with the vision of colonizing Mars, and now firmly controls the company's management rights and ownership structure. As of May 1, Musk, as CEO, controls the company thanks to special high-voting Class B shares.85% voting rights.
Class A shares issued to ordinary investors carry one vote per share, while Class B shares carry 10 times the voting power per share.
Musk holds 849 million Class A shares and 5.6 billion Class B shares.
The company's internal directors and senior executives collectively hold approximately 20% of Class A shares and 94% of Class B shares, holding a total of 86% of the total voting rights. This shareholding structure almost completely eliminates the possibility of outside investors ousting Musk as CEO.
A compensation system bound to the Mars vision
Musk’s fixed annual salary in 2025 is only US$54,000, and most of his wealth gains come from two huge equity incentive plans.
In January this year, the company granted Musk 1 billion Class B shares, with two unlocking conditions: first, successfully building a permanent human settlement on Mars with a permanent population of no less than 1 million; second, achieving a series of market value targets, pushing the company's total market value to US$7.5 trillion.
In March this year, the board of directors granted it another 302.1 million shares to replace the previous xAI-related equity incentives. The requirements for unlocking this batch of equity are: building an extraterrestrial space data center, and completing 12 market value growth targets at the same time, pushing the company's market value to US$6.6 trillion.
Just a few months ago, Musk's Tesla shareholder meeting just approved its huge compensation package. If all aggressive development goals are achieved, the value of this compensation may be close to US$1 trillion.
The board of directors has only eight members
The SpaceX board of directors has a total of eight directors. Musk personally serves as the chairman. The board members are all selected by him, and the core circle is its core allies.
The remaining directors include long-time SpaceX president Gwynne Shotwell, Google executive Donald Harrison, and investors Antonio Gracias, Steve Jurvetsson, and Luke Nosek. Randy Grann, a long-time company director observer, and Ella Ellen Price, a long-time Tesla director, officially joined the board of directors in February this year.
Gracias, founder of investment institution Vino Capital, has been a director since 2010. The institution is a core investor in SpaceX, holding a 7.3% shareholding. Based on an estimated market value of 1.5 trillion, the corresponding equity value exceeds 100 billion US dollars.
As a controlling shareholder-controlled company, SpaceX does not need to meet the regulatory requirement that a majority of the board of directors be independent directors. Even so, the company still designated Jurvetsson, Nosek, Ellen Price and others as independent directors. The former two accumulated huge wealth by investing in Musk's companies, and the latter also serves as a director of Tesla.
Many of the company's top executives hold substantial shares and are expected to join the ranks of billionaires. Shotwell, which earned $86 million last year, mostly from stock options, currently holds 5.5 million Class A shares and 7.1 million Class B shares.
Affiliated enterprises have close transactions
Many of Musk's companies have in-depth collaboration, sharing business aircraft and purchasing products and services from each other have become the norm. In 2025, SpaceX will purchase Cybertruck pickups from Tesla for a total price of US$131 million based on the manufacturer's guide price.
The listing prospectus disclosed for the first time the specific amount of such related transactions: In 2025, SpaceX also spent US$506 million to purchase Tesla's large-scale energy storage battery products; from the beginning of 2024 to February 2026, Musk's xAI paid Tesla a total of approximately US$731 million in cooperation fees.
In addition, SpaceX is teaming up with Tesla to build the Terra Factory, a large-scale chip factory, and jointly develop the artificial intelligence project Mike Rohard. The prospectus mentions Tesla-related content in as many as 87 places. The document clearly states that the two parties will continue to explore more areas of strategic collaboration in the future.
Holds a large number of US government orders
Last year, orders from U.S. federal agencies accounted for 20% of SpaceX’s revenue. In addition to NASA, its cooperation partners also include the U.S. Department of Defense and multiple intelligence agencies.
The company did not disclose details of its national security-related business, but confirmed that the U.S. National Reconnaissance Office is its cooperative client. The agency is mainly engaged in space intelligence and reconnaissance business. In recent years, the two parties have jointly developed a number of classified satellite network projects.
Shares are unlocked in batches and lock-up periods are set differently
Musk and some core large investors have promised that after the company’s shares are officially listed and traded,within 366 daysIt is not allowed to reduce holdings and cash out.
The remaining early investors who entered the market before listing will have a lock-up period of 180 days, and they will also have the relevant authority to release the ban and reduce their holdings in advance.
After the company releases its first quarterly financial report, up to 20% of the shares that meet the conditions for early release can be reduced; if the company's stock price remains stable at a specific price range after listing and before the release of the first financial report, an additional 10% of the shares can be released.
Subsequently, the banned shares will be released in batches at multiple times, including key time points such as the release of the company's second quarterly financial report after listing. The shares held by Musk and the company’s core management do not enjoy any early lifting of the ban and reduction of holdings.