SpaceX is reportedly negotiating a secondary share sale that would value the company at about $800 billion, roughly double the $400 billion mark set in July, SatNews reported on December 6, 2025, citing the Wall Street Journal. The deal is a tender offer for existing shares, so employees and early investors would sell stock rather than the company raising new money. Executives have also reportedly told investors they are eyeing an initial public offering in late 2026. The terms had not been confirmed by the company at the time of the reports.
What is on the table
According to the reports, the proposed price is above $400 per share, compared with $212 in the tender earlier this year. At that level SpaceX would pass OpenAI, valued near $500 billion, as the most valuable private company in the United States. The reports point to Starling's growth, with more than 8 million subscribers, and SpaceX's position in commercial and government launch as the drivers.
For employees holding shares or options, a tender is often the only practical way to turn paper wealth into cash before an IPO. Doubling the price in five months also doubles the embedded tax liability, which is why the source of each share matters.
How the sale is taxed
The tax result depends on how the employee acquired the stock:
- Shares from vested RSUs. The value at vesting was already taxed as wages and becomes basis. Only the rise since vesting is capital gain, long-term if the shares were held more than a year.
- Shares from incentive stock options (ISOs). Under IRS rules, exercising an ISO generally triggers no regular income tax, although it can create alternative minimum tax. If the stock is sold before the special holding periods are met, the sale is a disqualifying disposition and part of the gain is taxed as ordinary income, treated as wages.
- Nonqualified options. The spread at exercise is ordinary income. Later appreciation is capital gain.
Long-term gains are taxed at up to 20% for high-income filers, per IRS Topic 409, and the 3.8% net investment income tax applies once modified AGI passes $250,000 for joint filers or $200,000 for single filers. State income tax comes on top.
Some employees ask about the qualified small business stock exclusion. It requires a domestic C corporation whose gross assets were below a statutory ceiling when the shares were issued, so eligibility for any given lot turns on when it was issued. A company of SpaceX's current scale would not meet that test for recently issued stock, and a tax adviser would need the company's historical records to judge older shares.
The after-tax math
Example: an engineer married filing jointly holds 2,000 shares. Round numbers are used for illustration, and a sale price of $400 is assumed.
| RSU shares, held over one year | ISO shares, disqualifying sale | |
|---|---|---|
| Sale proceeds | $800,000 | $800,000 |
| Basis | $200,000 (value at vesting) | $20,000 (strike price) |
| Character of gain | $600,000 long-term | mostly ordinary income |
| Top federal rate | 23.8% | 37% |
| Approximate federal tax | $142,800 | up to about $288,600 |
The ordinary-income figure assumes the entire $780,000 gain is taxed at the top rate, which overstates the bill when the value at exercise was lower than the sale price. Even so, the gap between the two columns shows why holding periods often shape how many shares employees tender.
Moves to discuss with your advisor
Employees weighing a tender often start by mapping each lot: grant date, exercise date, basis and type. Those with ISOs may compare selling now against waiting to meet holding periods, while factoring in the risk that the IPO slips or the price falls. Many households also consider how much of their net worth sits in one private company and whether partial sales reduce that concentration. Large gains may affect estimated tax payments for the year, a detail worth reviewing with a CPA.
What to watch
The final price per share, the amount employees may sell and any confirmation of 2026 IPO plans will come from the company's own communications to shareholders. The timing of the sale also decides whether gains land in tax year 2025 or 2026.
Sources
After TAX is an independent publication. Articles are general information, not tax, legal or investment advice. Consult a licensed professional about your situation.
