A performance-triggered IPO lockup clause that could have released an extra 456 million SpaceX shares after its first earnings is now unlikely, with the stock far below the required $175.50 level. As a result, the near-term supply overhang is limited to the scheduled Aug. 5 unlock (~912 million shares) rather than a larger potential release, narrowing a key volatility risk around earnings.
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A little-known clause in SpaceX’s IPO lockup agreement could have released up to 456 million additional nonaffiliate shares if the stock met a pre-earnings performance threshold. The trigger required shares to close at or above $175.50 on at least five of the 10 trading days before the first earnings release, a level tied to a 30% premium over the $135 IPO price. With the stock trading around $107—about 39% below the threshold—the condition has not been met. The situation concerns a potential IPO lockup release and does not involve listed traditional assets.