Tesla-SpaceX Merger Nears as Musk Lifts Voting Stake to 20%
xAI and SpaceX already merged at $1.25T and went public as SPCX. Two of three pieces are done. Here's why Tesla, the most valuable one, was left for last - and why the merger is inevitable.
Two-thirds of the Musk merger already exists. xAI and SpaceX combined in an all-stock deal worth about $1.25 trillion in February 2026, then went public on NASDAQ under SPCX at roughly $1.7 trillion on June 12th - the largest IPO ever. Within a week it hit $2.4 trillion. Tesla is the last piece sitting outside, and everyone still treats that like a hypothetical. It isn't.
Key Takeaways
$1.25 trillion all-stock xAI-SpaceX merger closed February 2026; the combined entity IPO'd as SPCX on June 12th and surged to ~$2.4 trillion inside a week.
20% voting power: on June 17th Musk exercised 304 million options from his 2018 award at $23 apiece, lifting his Tesla vote from ~13% to 20%. He sold 17 million shares for ~$7 billion to cover strike and tax.
82-85% SpaceX control through super-voting shares means Musk sits on both sides of any Tesla-SpaceX deal - which makes it easier to win the vote and harder to survive court.
$90 billion order book on SpaceX's first investment-grade bond (targeted $20B, upsized to $25B), refinancing the 2022 Twitter and 2025 xAI debt. SpaceX is sitting on ~$100 billion cash.
$80 billion in committed compute revenue through 2029: Colossus flipped into a multi-tenant NeoCloud renting to Google ($920M/month), Anthropic ($45B), and Reflection AI ($150M/month).
Terafab: a three-way Tesla/SpaceX/xAI megafab near Austin, cost estimates climbing from ~$25B in March to as much as $120B by May 2026.
Why Tesla went last
The order came down to friction. xAI and SpaceX could merge quietly, private and incorporated in Nevada, where you basically have to prove known misconduct to win a lawsuit. Tesla is public, minority-owned, and sued constantly - shareholders are already in court over the $2 billion xAI investment from January 2026. In Delaware you have to prove a deal was entirely fair, a much higher bar. We watched this exact movie with SolarCity in 2016: on both sides, full trial, only survived because of an independent board and a minority vote excluding Musk's shares.
The November 2025 pay package - 12 tranches, ~424 million shares, up to a trillion dollars, milestones like an $8.5T market cap and a million Optimus robots - walks Musk toward roughly 25% voting control. Not random. In January 2024 he said he wanted about 25%, enough to be influential but not so much he can't be overturned.
Strip out the corporate walls and one trained model gets spread across robotaxis, millions of Optimus units, satellites, and outside compute renters. One silicon line, AI5 into AI6. One energy stack with Megapack. It's the Apple playbook where every layer subsidizes the next, except the device is a car, a humanoid, and a satellite. The combined thing lands around $4 trillion, and the fight now is over what Tesla is worth relative to SpaceX - because whichever way that tips, one side of the table loses. Given Musk's voting power, it ends up near whatever he decides is fair. The deal gets done. When it does, it's one of the most historic events in market history.