Estate Planning Before the Tender Offer: A 2026 Guide for SpaceX, OpenAI, and Anthropic Employees
If you hold concentrated equity at SpaceX, OpenAI, or Anthropic, the months before a tender offer or IPO are the planning window that actually matters. After the event, your basis is locked, your taxable estate is larger, and the structuring options narrow. Before the event, you have room to put the right vehicles in place so the liquidity converts to wealth on terms you set. This is the 2026 guide for couples holding pre-liquidity tech equity who want to plan before the window closes.
Key takeaways
- The pre-event window is the planning window. Once a tender or IPO clears, your estate value is fixed, your basis is locked, and most of the powerful structuring tools (irrevocable trusts, QSBS-qualified gifts, valuation discounts) lose force.
- The federal estate and gift tax exemption is $15 million per individual or $30 million per married couple under the One Big Beautiful Bill Act, permanent and indexed for inflation. Most pre-liquidity tech employees sit below the federal threshold, so state-level rules drive most of the planning.
- QSBS Section 1202 stock can exclude up to $15 million of gain from federal tax (for stock acquired on or after July 4, 2025) if the holding and qualification requirements are met. Non-grantor trust structuring can multiply that exclusion across multiple trusts.
- Neptune's standard $2,500 estate plan covers the document set most couples need: a revocable living trust, pour-over wills, healthcare directives, durable powers of attorney, and guardian designations. For QSBS stacking, SLATs, GRATs, or other tax-driven structures, Neptune routes to a specialist.
- Most couples do the prenup before the wedding, the standard estate plan after the wedding, and the tax-driven structuring before the liquidity event. Each piece is built on the one before it, and the order matters.
Why the pre-event window matters
A tender offer or IPO converts illiquid equity into cash or freely tradable stock. For the IRS and for state estate tax purposes, the value of your holdings on the day of the event is what counts. Before that day, your shares are typically valued at the most recent 409A valuation or comparable independent appraisal, which is often a meaningful discount to where the public market will price the company.
That discount is the structuring opportunity. Equity gifted into an irrevocable trust before the event uses the lower valuation against your lifetime exemption. Equity gifted after the event uses the post-event value. For a couple with $5 million of concentrated equity that doubles at IPO, the difference is roughly $5 million of estate tax basis on the gifted portion.
For SpaceX, OpenAI, and Anthropic employees in particular, the tender windows tend to be defined and predictable. SpaceX has run multiple tenders on a roughly six-month cadence. OpenAI and Anthropic have both held employee tenders during their recent funding rounds. Watching for the announcement and starting the planning conversation two to three months ahead is the practical timeline.
What gets done in the standard plan
For a dual-career couple in this situation, the foundational documents are the same as for any couple at the post-wedding or post-first-child stage:
- A revocable living trust as the central document, drafted to hold equity, brokerage accounts, real estate, and bank accounts.
- Pour-over wills that catch anything left outside the trust.
- Healthcare directives and durable powers of attorney for each partner.
- Guardian designations if there are minor children or children planned.
Neptune delivers this complete document set for $2,500 flat. AI handles the intake, asset mapping, beneficiary decisions, and healthcare wishes. A licensed estate planning attorney from the vetted network drafts and reviews. Most couples finish the plan in two to four weeks because the intake is compressed by AI, not because attorney involvement is reduced. The plan is drafted around the permanent $15 million federal exemption set by the OBBB Act and the relevant state estate tax rules (NY $7.35 million, CA no state estate tax but high probate, MA $2 million).
When to route to a specialist
The standard plan is the right tool for most pre-liquidity employees. The standard plan is not the right tool for:
- Founders with QSBS-eligible stock who want to set up non-grantor trust stacking to multiply the $15 million Section 1202 exclusion across multiple trusts.
- Couples with combined estates approaching the $30 million federal exemption where the pre-event valuation discount changes the math materially.
- Spousal Lifetime Access Trust (SLAT) structuring where one partner funds an irrevocable trust that benefits the other partner before the event.
- Complex multi-entity structures where the equity is held through an LLC, trust, or family office.
For those situations, the right move is to engage a tax-focused trusts and estates specialist. Neptune is upfront about scope and can refer.
Related guides
Frequently asked questions
Why does a tender offer change the estate planning math?
A tender or IPO sets a value on your equity that the IRS will use for estate, gift, and tax purposes going forward. Before the event, the valuation is the most recent 409A or comparable, which is often discounted relative to where the public market will price the company. After the event, that discount is gone. Any gifts, trust funding, or other structuring done before the event uses the lower valuation. Anything after uses the post-event valuation.
What does Neptune's $2,500 estate plan actually include?
The standard plan covers the revocable living trust, pour-over wills, healthcare directives, durable powers of attorney, and guardian designations for both partners. AI handles the intake and asset mapping upfront. A licensed estate planning attorney from the vetted network drafts and reviews. Most couples finish in two to four weeks. The plan is drafted around the federal exemption under the OBBB Act and around your state's specific rules.
When should I start the planning conversation before a tender?
Two to three months before the announced window is the practical timeline. If a SLAT or other irrevocable structure is part of the plan, give yourself longer because the structuring takes longer than the standard plan. Tender windows are often announced a few weeks ahead, and the work to get the trust in place before the window closes takes longer than that.
What if I already have the standard plan and the tender is announced?
The standard plan is the foundation. If your situation now calls for QSBS structuring or a SLAT, those go on top of the existing plan. Neptune can refer to a specialist for the additional structuring while keeping your standard documents in force.