Plan your xAI NSO exercise

Calculator · free · no signup · pre-IPO

xAI is pre-IPO. Plan your NSO exercise tax (federal, state, FICA) at any expected valuation.

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Your grant

Seeded from secondary-market data, as of Sep 4, 2026

Tax inputs

Hold strategy

1 yr
20%
20%
10.0%
Pre-IPO assumption: Expected sale price assumes a liquid market at year N. In reality, pre-IPO shares clear via tender offers (priced at a discount to the 409A or last preferred round, on the company's calendar) or at IPO (subject to lockups). Use the haircut to reflect that uncertainty.

Best after-tax payout — at year 1

$350,718

Sell + invest wins by $167,259 over Hold 1 yr.

Estimates only. Not financial advice.

Your NSO exercise pushes your top federal rate from 24% to 37%. Hover the Federal value below for the bracket-by-bracket slicing.

Sell + invest

Best payout
Bargain element (sale − strike)$634,850
Federal
State
Medicare$9,205
Additional Medicare$5,714
Market gain over 1 yr at 10.0%$32,719
LTCG on diversified gain (fed + state + NIIT)$9,194
Net at year 1$350,718

Sell every share immediately; invest the after-tax cash at the market return for 1 yr, then liquidate. Diversified — no single-stock concentration risk.

Exercise + hold 1 yr

Sale proceeds (year 1)
LTCG tax (federal + state + NIIT)$0
Net at year 1$183,459

Sold 2,611 shares at exercise to cover strike + tax; 2,389 shares held 1 yr for LTCG.

Social Security + Medicare are payroll taxes (collectively called FICA) — they apply because you're exercising as a current employee.

Both columns are stated in year-1 dollars: sell-now proceeds compound at the market return and pay LTCG on the gain at year 1; any cash paid out of pocket on the hold side carries the same opportunity cost.

Net at year N — by hold period

Sell + investExercise + hold
$0$95K$190K$285K$380KYr 1Yr 2

Estimates only. Excludes AMT (NSOs do not trigger AMT), state-AMT, multi-state moves, and disqualifying-disposition edge cases. Not financial advice.

You calculated one NSO decision. The beta plans NSOs alongside RSUs and ISOs in a single multi-year tax plan.

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Related calculators: Stock Concentration Calculator · Multi-Year ISO Exercise Schedule Calculator

About xAI

xAI is a privately held AI company, incorporated in Nevada and headquartered in Palo Alto, CA.

Last reported secondary-market price: $136.97 per share (as of 2026-09-04). Your own 409A may differ.

SpaceXAI LLC, a SpaceX subsidiary since Feb 2026.

Equity grants at xAI typically include incentive stock options (ISOs) and non-qualified stock options (NSOs).

SpaceXAI LLC is an American artificial intelligence company founded by Elon Musk. It is a subsidiary of spaceflight company SpaceX, also founded by Musk, since February 2026.

Source: Wikipedia (CC BY-SA 4.0)

SpaceXAI began as xAI, founded by Elon Musk and eleven researchers, several from Google DeepMind and OpenAI, in March 2023 to build the Grok chatbot and the Colossus supercomputer cluster in Memphis. xAI raised a $20 billion Series E round (a late-stage venture funding round) in January 2026 at a $230 billion valuation, then on February 2, 2026, SpaceX acquired it outright in an all-stock deal (shares swapped for shares, no cash) valuing the combined firm at $1.25 trillion. SpaceX dissolved xAI as a separate entity that July, folding Grok and X into the SpaceXAI division.

Sources: cnbc.com · en.wikipedia.org · finance.yahoo.com · britannica.com

Equity comp at xAI

  • In February 2026, SpaceX acquired xAI in an all-stock deal. Each xAI share converted into 0.1433 SpaceX shares, converting all xAI equity (vested options, unvested grants, RSUs) into SpaceX equity at the same ratio. For equity planning, employees who held xAI grants now hold SpaceX grants. Standard tax treatment (ISO for incentive stock options, NSO for non-qualified, or ordinary income on RSU vest) carried forward through the conversion with terms adjusted proportionally. Liquidity now depends on SpaceX's twice-yearly tender offer (a company-organized window where employees can sell vested shares to outside buyers) calendar and SpaceX's planned IPO, not any independent xAI path.

Sources: cnbc.com · techcrunch.com

Researched 2026-05-07.

OptionsAhoy is an independent tool and is not affiliated with, endorsed by, or sponsored by xAI.

xAI NSO exercise creates ordinary income on the bargain element (federal, state, and FICA) at the price on the day you exercise. The calculator works at any valuation, so you can model your exercise cost at the current 409A FMV, an expected IPO price, or post-IPO scenarios.

Example: at xAI's last reported price of $136.97, exercising 5,000 NSOs with a $41.09 strike creates a $479,400 bargain element, taxed as ordinary income on the day you exercise. Combined federal + state + FICA on that bargain typically lands between $129,438 and $215,730 depending on your bracket and state. The calculator above computes the exact figure for your situation and compares selling now vs. holding through the long-term capital-gains threshold.

All xAI tools → · Use the generic NSO Exercise Calculator for any company.

xAI equity questions

How is a xAI NSO exercise taxed?
Exercising a non-qualified stock option (NSO) creates ordinary income on the bargain element (the price on the day you exercise minus your strike), subject to federal income tax, state income tax, and FICA. The calculator above computes that tax for your xAI grant and compares selling the shares now against holding past the one-year mark for long-term capital-gains treatment.
Does xAI grant ISOs, NSOs, or RSUs?
Equity compensation at xAI typically takes the form of incentive stock options (ISOs) and non-qualified stock options (NSOs). Incentive stock options can trigger the alternative minimum tax (AMT) when you exercise.
Are xAI shares eligible for QSBS?
They might be. Qualified small business stock (QSBS) under Internal Revenue Code Section 1202 can exclude federal tax on much of the gain when shares were acquired at original issuance from a C-corporation while its gross assets were under $50 million, and held at least five years. Whether your xAI shares qualify turns on when you acquired them and the company's asset size at that time.
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