What Is Lock-Up Period?

Lock-up period is the calendar length of a selling ban — the dates on the cap table that matter after you go public.

How it works

IPO lock-ups typically run 180 days from listing for officers, directors, and blockholders. Agreements may allow early release if the company beats earnings targets or the stock trades above a hurdle. Multiple tranches can release on staggered dates.

Employees with RSUs may face separate vesting plus lock-up. SPAC combinations and direct listings use different conventions but still often include restrictions.

Why it matters

• Founders: Build financial plans assuming no stock sales until lock-up ends unless a structured 10b5-1 plan is allowed earlier under rules.
• Investors: Expiry dates create predictable supply events; communicate with LPs about distribution timing post-IPO.

Blackout periods around earnings may overlap with lock-up for public company executives — compliance teams coordinate both. 10b5-1 plans can be established during lock-up in some cases with strict legal guidance.

Market makers and analysts publish lock-up expiry calendars for public companies — employee shareholders should know those dates.

Common mistake

Forgetting that lock-up applies to registered shares you already own — it is not the same as option vesting.

Practical takeaway

Mark lock-up expiry on your calendar and understand whether your shares are registered or still restricted after release — Rule 144 volume limits may still apply. Coordinate with tax advisors before first sale.

Related ideas

• Lock-Up
• 10b5-1 trading plans
• Public float and secondary offering