Overview

• The interim deal delivers 96 million restricted shares to Musk to secure his leadership during Tesla’s strategic transition.
• Musk must serve in a key executive role for at least two years and pay $23.34 per share, matching the exercise price of his voided 2018 award.
• A special committee chaired by Robyn Denholm and Kathleen Wilson-Thompson approved the package prior to presenting a long-term compensation plan at the November shareholder meeting.
• Delaware courts nullified Musk’s 2018 compensation package over conflicts and inadequate disclosure, leaving his appeal ongoing and no formal pay granted since 2017.
• The award is structured to bolster Musk’s voting power and align with Tesla’s shift toward AI, robotics and autonomous services as sales slow and competition intensifies.