A Complete Guide to On-Chain Pre-IPO: Why Are SpaceX and OpenAI’s Pricing Powers Moving On-Chain?

Guest: Dio Casares, Founder of Patagon
Host: Laura Shin
Podcast Source: Unchained
Original Title: Why SpaceX, OpenAI and Anthropic Now Trade Onchain
Air Date: May 22, 2026
Key Takeaways
In this latest episode, Dio Casares and Laura Shin delve into how pre-IPO price discovery is migrating to the blockchain. From the newly launched SpaceX pre-IPO perpetual contract on Hyperliquid to secondary market trading of Anthropic and OpenAI shares, they analyze this trend in depth. They also discuss the new partnership between Nasdaq Private 市场 and Polymarket, and its potential implications for the future of private equity.
Highlights and Key Insights
Why the On-Chain Pre-IPO Market is Suddenly Heating Up
- “For the 加密 audience, a good way to understand pre-IPO perpetuals is to think of them as a pre-market for crypto. Many people might remember that Hyperliquid was very aggressive with pre-markets for various altcoins, so those markets started gaining significant volume and gradually became the primary place where most pre-market trading happens.”
- “These pre-IPO perpetuals are launched shortly before a planned IPO or key event. … Because they launch very close to the event itself, they attract more volume and more participants. You can think of it as a futures contract that is about to settle, unlike something like Ventuals which has a longer duration and where it’s unclear when these perpetual futures will ultimately settle.”
Why OpenAI and Anthropic Are Denying Secondary Trades
- “First, they want to create a real sense of fear, deterring people from investing in the secondary market. Because the nature of a secondary trade is someone buying stock, but the company or employees don’t get cash from it. And these AI companies, to put it bluntly, are capital-intensive. They absorb massive amounts of cash and then deploy it, burning through billions of dollars.”
- “Anything that hinders these high-capital-consumption companies [so-called ‘cash incinerators’] from raising capital, especially right before they enter the intensely competitive IPO phase, is seen as a major problem. … They are all trying to absorb as much capital as possible. Therefore, limiting the secondary market before their upcoming IPO is a crucial step for them, as it channels more supply and demand towards their own primary rounds.”
- “The second reason is liability. Typically, when a company deems a transaction credible or approves it, it also becomes responsible for executing that transaction. … When these SPVs start liquidating and closing around the time of an IPO, a bunch of waterfall issues arise. For these companies, whether out of legal obligation or simply not wanting to deal with the hassle, they want nothing to do with these things. Nobody wants to handle 1000 different cases.”
What Exactly Does On-Chainization Solve?
- “The derivatives market makes more sense than the spot market in crypto, primarily due to US regulation. In the US, these private stocks typically have a holding period of around 6 months. … If you don’t have a system to enforce that 6-month holding period, you risk breaking the regulatory exemptions these stocks rely on, leading to fines and a whole host of other problems.”
- “A lot of spot market volume might not actually be in the interests of these companies because it competes with their primary rounds. They don’t want price discovery to happen this way because it could lead to adverse selection during their fundraising. The company might say, ‘We know you’re going to tokenize this, so we won’t work with you.’”
- “In tokenized products, if the SPV messes up, or if there are any legal issues, or the fund structure is flawed, the consequences can be catastrophic. Derivatives certainly have risks, like ADL or price spikes, but it’s more like a market risk, rather than someone breaching a contract and everyone losing their money. That’s why I’m more bullish on the perp side.”
Are Private Giants Already Trading Like Public Companies?
- “To some extent, I agree: these companies do have record levels of participation. If you break down the capital invested in these companies before their IPO, the number of participants could be in the tens of thousands, hundreds of thousands. That’s unusual for private companies.”
- “But as far as I know, they haven’t really promoted secondary markets, meaning they haven’t encouraged people to buy and sell after investing. Instead, they’ve been trying to be very clear with investors: ‘If you invest, you should hold until the IPO or a similar liquidity event.’”
Ways and Risks of Getting Onboard Before the IPO
- “These are late-stage companies. Once you get into second and third-tier structures, it becomes a dangerous legal ‘hot potato’ game surrounding these shares, something most people should probably steer clear of.”
- “There’s a real risk here: many banks and brokerages might say, ‘We don’t know if this transaction is valid, so we can’t allow you to sell these shares.’ … If the primary bank account for a certain SPV is at JP Morgan, and JP Morgan says, ‘We can’t help you sell these shares,’ they suddenly enter a race against time: they need to set up a new account, which isn’t easy; and then they need to transfer the shares from the original account to another brokerage. This is hard.”
- “Another scenario is someone might say: ‘I did agree to sell these to you and deliver them, but now that these transactions are deemed invalid, I’m just going to return your money.’ This would likely lead to litigation in most cases. Such people might eventually lose, but you’d still have to sue them. So, depending on the tools and structures involved, different risks emerge.”
Legal Boundaries of Robinhood, FTX, and Different Structures
- “As for whether they violate securities laws, and whether companies like OpenAI can actually stop companies like Robinhood from offering these products, it’s still a legal gray area. Regardless, these products haven’t gained massive traction overall. The main reason is that these aren’t truly liquid assets.”
- “The batch of Anthropic shares held by FTX, along with many other FTX holdings, were typically sold without any encumbrance. That is, Anthropic’s right of first refusal (ROFR) on these shares was completely waived, transfer restrictions were waived, and other limitations were also lifted.”
- “If you hold Anthropic shares related to the FTX claim, meaning the Anthropic stock FTX bought, you are probably in the safest position besides company-approved direct investors, because it carries a different legal status.”
The Landscape of Players in the Private Secondary Market
- “On the perpetual side, you have Trade.xyz, which is HIP-3; and Ventuals, which is one of the earlier protocols, also HIP-3; and some new projects, like a friend of mine working on Entropy, which will also be HIP-3. They might offer some pre-markets slightly earlier than Trade.xyz. You’ll see these markets largely clustering around Hyperliquid.”
- “I think Solana is more retail-oriented, and for some reason, people are more willing to experiment there. There’s also a significant overlap between crypto and AI… There are many people willing to take high risks, there’s a lot of capital, and they’re already accustomed to operating on Solana. They tend to invest in these projects without needing to open a bank account, go through cumbersome processes in traditional finance, or rely on personal connections to get direct share allocations.”
Patagon’s Positioning and On-Chain Boundaries
- “We looked at perpetuals in the private market before, wondering if we should suggest to some clients that, if they are considering hedging pre-IPO, even though it’s a bit of a gray area, they might consider using perpetuals instead of something like IBKR. … We don’t want to upset the companies we are on the cap table for. Launching a tokenized version of their stock, or launching a pre-IPO market, especially a very early-stage one, is an easy way to really annoy them.”
Why Pre-IPO Perpetuals Might Continue to Expand
- “Many major world and market-changing events now happen on weekends, which is a huge advantage for RWA perpetuals that can trade 24/7. Pre-IPO perpetuals are the same. Once they convert, they just become regular RWA perpetuals.”
- “I’m not sure how the pre-IPO market will develop, but this year we have a historic number of IPOs. SpaceX, Anthropic, and OpenAI are all trying to hit valuations above a trillion dollars, which has never happened before. … Now is indeed a good time for pre-IPO perpetuals to start gaining more attention.”
Why the On-Chain Pre-IPO Market is Suddenly Heating Up
Host Laura Shin: This week, or more accurately the past few weeks, there’s been a lot of activity in the pre-IPO market, especially on-chain. This week, a major new product launched on Hyperliquid, the SpaceX pre-IPO perpetual. Around the same time, Polymarket announced a new type of event contract where users can bet on unicorn valuations, IPO dates, secondary market pricing, etc., in partnership with Nasdaq Private Market. Last week, Anthropic and OpenAI announced they were voiding a batch of secondary market share transactions, causing quite a stir.
According to Allium Research data, the scale of this pre-IPO activity on Hyperliquid was only about $3 million in February, but reached $44 million a few days ago. What are your thoughts? Why are these activities surfacing now?
Dio Casares:
I think a big reason is strategic timing. For a crypto audience, a good way to understand pre-IPO perpetuals is to think of them as a pre-market for crypto. Many might remember that Hyperliquid was very aggressive in pre-markets for many altcoins, and those markets started to capture significant volume, gradually becoming the place where most pre-market trades happen.
When these tokens officially launch, the opening price is usually quite close to the price formed in the pre-market. And once they become regular perpetuals with normal oracles, Hyperliquid also manages to retain most of that volume.
So what we are seeing with Cerebras and now SpaceX is that these pre-IPO perpetuals are launched shortly before a planned IPO or key event. I believe the relevant date for SpaceX is around the 17th of next month, so only three to four weeks away. Because they launch so close to the event itself, they attract more volume and more participants. You can think of it as a futures contract about to settle, unlike Ventuals which has a longer duration and where it’s unclear when these perpetual futures will ultimately settle.
Why OpenAI and Anthropic Are Denying Secondary Trades
Host Laura Shin: In my initial question, I actually mentioned several different types of activities: the SpaceX pre-IPO perpetual, the Polymarket news, and the events with Anthropic and OpenAI, some happening off-chain, some on-chain. They represent different zones of this market, or different stages of the pre-IPO phase. How would you summarize what these pieces of news represent?
Dio Casares:
There are roughly two layers of reasons why OpenAI and Anthropic came out and said, ‘We will not acknowledge these transactions.’
First, they want to create a real sense of fear, deterring people from investing in the secondary market. Because the nature of a secondary trade is that someone is buying stock, but the company or its employees do not receive cash from it. And these AI companies, bluntly put, are huge capital consumers. They absorb cash and then deploy it, burning billions of dollars.
Anything that hinders these high-capital-consumption companies [so-called ‘cash incinerators’] from raising capital is seen as a major problem, especially before they enter the intensely competitive IPO phase. Currently, it’s anticipated that SpaceX will go public first, followed by Anthropic, and then OpenAI. These companies are trying to attract as much capital injection as possible. Therefore, limiting the secondary market right before their upcoming IPO is a very important step for them because it channels more supply and demand toward their own primary rounds.
The second reason is liability. Typically, when a company deems a transaction credible or approves it, it also takes responsibility for executing it. That means, on the company’s cap table, ensuring the person who bought the stock actually receives the shares at or before the IPO.
You can imagine there could be hundreds or even thousands of SPVs (Special Purpose Vehicles) and other entities, which could lead to litigation and complex structures. When these SPVs start winding down and closing around the time of an IPO, a bunch of waterfall issues arise. For these companies, whether out of legal obligation or simply not wanting to deal with the mess, they want nothing to do with it. Nobody wants to handle 1000 different lawsuits.
So they are very loudly saying now: ‘This is not our problem. If you are not on the approved block, we can’t help you.’ They are choosing to make this very clear before an IPO goes wrong. In summary, it’s both about maximizing the cash they can secure and minimizing their own legal liability.
What Exactly Does On-Chainization Solve?
Host Laura Shin: We’ve already touched a bit on the various problems in this market and why some think going on-chain can solve them. Can you specifically list, for buyers and sellers, what problems they are trying to solve by going on-chain?
Dio Casares:
Going on-chain can be broken down into two markets: one is the derivatives market, and the other is the spot market. The derivatives market has many advantages. Like the nature of most derivatives, it primarily serves as a hedging tool. Many people I know using this market do it as a way to hedge their existing spot positions or direct investments.
I believe the derivatives market makes more sense than the spot market in crypto, primarily due to US regulation. In the US, these private stocks typically come with a holding period of about 6 months. There might be ways around it, but roughly it’s 6 months. If you don’t have a system to enforce that 6-month holding period, you risk breaking the regulatory exemptions these stocks rely on, leading to fines and other issues.
So, once you tokenize something, as long as it represents some ownership interest in these companies, US regulators can easily
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