Overview

• The board’s special compensation committee recommended the provisional 96 million-share grant with a $23.34 exercise price to align Musk’s incentives with Tesla’s long-term goals
• At Tesla’s recent closing price of $302.63 the shares carry roughly $29 billion in potential upside for Musk
• Musk must remain CEO through 2027 to qualify for the award and cannot sell the shares for five years after exercising them
• The grant will be voided if Musk’s appeal succeeds in reinstating his nullified 2018 award of about 300 million shares
• This interim plan follows Tesla’s move of its headquarters to Texas and governance reforms that raised procedural hurdles for shareholder lawsuits