May 21, 2026
SpaceX took the wraps off its long-awaited initial public offering (IPO) plans Wednesday, filing an S-1 registration statement with the Securities and Exchange Commission (SEC) that lays out the financial guts of Elon Musk’s rocket-and-AI empire.
For those unfamiliar, an S-1 is the disclosure document every company must file before selling shares to the public. It spells out the financials, the business model and, crucially for prospective buyers, what could go wrong.
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In SpaceX’s case, what could go wrong runs 38 pages. Moneywise tallied the risk factors listed inside SpaceX’s prospectus, as the space-exploration startup targets a $1.75 trillion valuation and up to $75 billion in proceeds.
That would surpass the $29.4 billion Saudi Aramco pulled in late 2019, the high-water mark for nearly seven years.
Amid the many warnings SpaceX lists, from regulations around spaceflight and artificial intelligence, two threads dominate the warnings — and both have names attached.
A man divided
The first is Elon Musk himself. The S-1 says the world’s richest man “does not devote his full time and attention” to SpaceX, noting he simultaneously runs Tesla and is “involved in other emerging technology ventures, including Neuralink and The Boring Company.” Indeed, Musk is simultaneously running a space exploration company, a car company, a social network and several projects based on artificial intelligence, while still dedicating a significant portion of time to tweeting — a full-time job unto itself if you look at Musk’s eye-watering post history.
“We are highly dependent on the continued service and performance of Mr. Musk, whose leadership, vision, and expertise are critical to the development of our technologies and the execution of our business strategy,” the S-1 says.
“Mr. Musk has been, and continues to be, a driving force behind our growth, innovation, and operational success. The loss of Mr. Musk, whether due to death, disability, or otherwise, or his inability or unwillingness to continue in his current roles, could significantly disrupt our management structure, adversely affect our ability to execute our strategic plans, and negatively impact our reputation and relationships with customers, partners, and other stakeholders.”
The way SpaceX is structuring shares also deepens Musk’s concentration of power. Since each Class B share carries 10 votes against one for Class A — the same way Facebook structured its own 2012 IPO — Musk would basically have about 79% of the voting power at SpaceX post-IPO.
The filing also surfaces legal exposure inherited from SpaceX’s merger with xAI in February. SpaceX estimates roughly $530 million in potential liability tied to pending matters, including an Irish Data Protection Commission inquiry into Grok’s handling of European children’s data and investigations into allegations that the chatbot generated nonconsensual sexualized images.
All eggs in one rocket
SpaceX makes it clear that its growth case rests on Starship — the fully reusable, super-heavy launch vehicle that first flew in April 2023. The S-1 warns “any failure or delay in the development of Starship at scale or in achieving the required launch cadence” would cascade through everything else, from next-generation Starlink satellites to the AI data centers the company aims to begin deploying by 2028.
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Starship has a mixed track record. Across 11 flight tests, Flights 7, 8 and 9 in early 2025 all ended in what SpaceX called “rapid unscheduled disassembly” — in other words, three consecutive upper-stage failures. The company now expects Starship to begin actual payload delivery to orbit in the second half of 2026.
Starship is as expensive as it is large. SpaceX invested $930 million into Starship’s R&D alone in the first quarter of 2026, on top of $3 billion last year, per the filing. The company also reported a $4.9 billion net loss in 2025 against $18.7 billion in revenue, and has burned more than $37 billion since inception.
Risks at every altitude
The remaining pages of the risk factors section walk through hazards in nearly every other corner of the business. On the regulatory front, SpaceX depends on Federal Aviation Administration launch and reentry licenses, Federal Communications Commission and international spectrum authorizations, and a thicket of export controls — any of which can stall operations.
In space, the prospectus flags micrometeoroids, solar radiation, debris collisions, and the proliferation of low-Earth-orbit constellations. On the ground, environmental groups have sued SpaceX over natural-gas turbines powering AI data centers in Southaven, Mississippi, putting required permits at risk. The company also discloses that it does not typically obtain insurance coverage for its satellites, payloads, or launch vehicles, meaning any loss falls directly on the balance sheet.
The AI segment, acquired with xAI in February, is described as still being integrated, capital-intensive, and exposed to model hallucinations, “data poisoning” — a tactic where adversaries corrupt training data — and copyright litigation over how Grok was built. The Terafab chip-manufacturing initiative also remains non-binding; the filing concedes that neither Tesla nor Intel is obligated to follow through. SpaceX also has no long-term contracts with any direct chip suppliers, which is not good considering RAMageddon is upon us.
The S-1 also mentions geopolitics, citing the Brazilian court order from August 2024 that froze Starlink’s local assets over a dispute related to Musk-owned X Corp. SpaceX also mentioned that roughly one-fifth of its 2025 revenue came from U.S. federal agencies, which leaves the company exposed to shifts in politics.
SpaceX posted a $4.937 billion net loss in 2025 and a $4.276 billion net loss in the first quarter of 2026 alone, against an accumulated deficit of $41.3 billion. The company carries $29.1 billion in principal debt, much of it at variable interest rates, after drawing a Goldman Sachs bridge loan in March.
SpaceX is expected to begin listing next month, after the conclusion of Musk’s investor roadshow. It could be the largest stock-market debut in history, and a risky one.
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Dave Smith is the VP of Content at Wise Publishing and Editor-in-Chief at Moneywise and Money.ca. His work has also been published in Fortune, Business Insider, Newsweek, ABC News, and USA Today.
