How to Invest in Pre-IPO Companies Like SpaceX (and the Real Risks)

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Buying a company before it lists on the stock market sounds like the fast track. In reality, pre-IPO investing is mostly open to wealthier investors, costs more than buying public stock, and can lock your money up for years.

SpaceX shows both sides. Its shares traded privately for years before the company filed its final IPO prospectus with the SEC on June 12, 2026. This guide covers how ordinary investors can get access and what can go wrong.

Quick answer: Most direct pre-IPO deals, such as those on EquityZen and Forge, are limited to accredited investors under SEC rules, with minimums from $5,000 to $100,000 and fees of about 2% to 4%, as of September 2026. The one route open to any brokerage customer is a listed closed-end fund such as Destiny Tech100 (DXYZ), which charges a 2.50% management fee and can trade far above or below its asset value. The shares are hard to sell, some companies never go public, and you can lose everything you put in.

Updated on September 23, 2026 · Sources: SEC Investor.gov, EquityZen, Forge, Destiny

Key takeaways

Private company shares are illiquid: there may be no buyer when you want to sell.
Marketplaces require accredited investor status, generally $200,000 of income or $1 million of net worth.
Fees are far higher than for a broad index ETF.
A company can stay private for years, be sold cheaply or fail.
Past returns in private markets say nothing about the next deal.

Three ways in, at a glance

Route	Who can use it	Key numbers
EquityZen	Accredited investors only	$10,000 standard minimum · 2.5% fee
Forge Global	Accredited investors only	$100,000 standard minimum · 2–4% fee
Destiny Tech100 (DXYZ)	Any brokerage account	2.50% management fee · NYSE-listed

Terms as of September 2026, from each provider’s official page.

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Step 1. Check whether you are an accredited investor

Private placements under the SEC’s Regulation D are usually sold only to accredited investors. Per the SEC’s Investor.gov bulletin, an individual generally qualifies with income above $200,000 ($300,000 with a spouse or spousal equivalent) in each of the last two years, a net worth over $1 million excluding the primary home, or a Series 7, 65 or 82 license in good standing.

If you don’t qualify, marketplace deals are closed to you. That is a protection, not just a barrier.

Step 2. Size the bet as money you can lose

EquityZen tells investors they must be able to afford the loss of their entire investment. Treat any pre-IPO money that way. Keep your emergency fund and retirement savings separate, and keep this slice small next to your core portfolio.

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Step 3. Plan for how you would get out

This is where most beginners get surprised. Private shares have no daily market. Money usually comes back only through an IPO, an acquisition or a sale to another buyer.

EquityZen offerings carry holding-period requirements and suit investors who don’t need a liquid investment.
On Forge, a resale needs a buyer at your price, and the company can block or take over a trade through its right of first refusal.
After an IPO, early holders often face a lockup before they can sell.

Step 4. Read the full fee and structure

Many deals are held through a special purpose vehicle (SPV) or fund, not direct shares. That adds a layer of fees and paperwork. Ask for the offering documents and check the management fee, any carried interest, the transaction fee and who controls the vehicle.

Step 5. Verify the seller before sending money

The SEC warns about pre-IPO investment scams that name famous companies and claim an IPO is imminent. Check the firm and the person on FINRA BrokerCheck. Our guide to spotting scams around money offers lists more warning signs.

Step 6. Compare with the public-market option

Once a company lists, anyone can buy it with $0 commissions at most brokers, with daily prices and SEC filings. A broad fund also spreads risk across hundreds of companies. See our list of ETFs for long-term growth and our look at stocks to watch in 2026.

Common mistakes

Believing an IPO date that a seller “guarantees.”
Paying far above the last funding round without asking why.
Ignoring the fees stacked inside an SPV or fund.
Buying a closed-end fund without checking its premium to asset value.
Putting in money you may need within five years.

Tools and platforms

1. EquityZen

A marketplace offering single-company and multi-company funds in pre-IPO firms.

Eligibility: accredited investors only.
Minimum: $10,000 standard; some deals $5,000.
Fees: one-time 2.5% on standard deals up to $1 million, 2% above that; a $500 termination fee may apply if you don’t complete a reserved deal within a week.

Lower minimums than most direct deals.
Holding periods and fund structures limit exits.

2. Forge Global

A marketplace where buyers and sellers of private shares trade, plus pricing data.

Eligibility: accredited investors for US buyers.
Minimum: $100,000 standard for direct trades; some Forge Fund offerings from $5,000, with limited spots.
Fees: typically 2% to 4% on direct secondary trades, charged only when a trade completes; fund structures can cost more.

$0 to open an account and browse.
High minimum and company approval needed for trades.

3. Destiny Tech100 (DXYZ)

A non-diversified closed-end fund listed on the NYSE that holds private tech companies.

Eligibility: anyone with a brokerage account.
Fees: a 2.50% management fee on average gross assets, plus possible fees inside SPVs it holds.
Holdings: 37 companies as of June 30, 2026, per the fund.
Key risk: the market price can differ sharply from net asset value (NAV).

Daily trading and no accreditation needed.
High fee and premium or discount swings.

Pre-IPO checklist

Confirm accredited status honestly.
Cap the amount at money you can lose entirely.
Read the offering documents and every fee line.
Ask how, and when, you can sell.
Check the seller on BrokerCheck.
Compare price with NAV for any listed fund.

How we compared these routes

Checked: every fee and minimum on September 23, 2026, on each provider’s official page.
Order: not a ranking; routes appear from direct deals to a listed fund.
Criteria: eligibility, minimum, fees, liquidity and structure.
Scope: US investors.
Independence: no provider paid for placement.

Not financial advice. Investing involves risk, including loss of principal. Private company shares are speculative and illiquid. Terms checked on September 23, 2026 with each provider’s official page; confirm before investing.

FAQ

Can I still buy SpaceX shares before the IPO?

No. SpaceX filed its final IPO prospectus with the SEC on June 12, 2026, and now trades publicly. The same pre-IPO routes apply to other private companies.

Can non-accredited investors buy pre-IPO shares?

Not on EquityZen or Forge. Listed closed-end funds are open to anyone, and some platforms use SEC crowdfunding or Regulation A rules for smaller offerings.

What happens if the company never goes public?

Forge notes that if a company stays private, liquidity may be limited until a future exit. If it is acquired, you may get cash or acquirer shares. If it fails, you can lose most or all of your money.

Why does a pre-IPO fund trade above its asset value?

Demand for scarce private exposure can push the market price above NAV. The fund itself warns that closed-end funds often trade at a discount too.

Is pre-IPO investing better than buying after the IPO?

Not necessarily. Earlier entry can mean a lower price, but also higher fees, longer lockups and a real chance of loss.

For the full picture, see our hub How to Start Investing 2026 (US), our guide on how to start investing with just $100 and Roth IRA limits for 2026 and how they compare with a 401(k).

Sources

Ieveera SEO is an independent publisher, not a bank or financial advisor; content is for information only and may include paid affiliate links that never affect our rankings — always confirm current rates and terms with the provider. Investing involves risk, including loss of principal. Not investment advice.