Overview
- Board Chair Robyn Denholm urged investors in a new letter to approve Elon Musk’s performance-based award, warning Tesla could lose his time, talent and vision and “significant value” if it is rejected.
- The proposed 12-tranche package ties potential payouts to ambitious milestones, including an $8.5 trillion market capitalization plus targets in autonomous driving and robotics, with a requirement that Musk stay for at least 7.5 years to earn the full award.
- Major proxy firms ISS and Glass Lewis have recommended voting against the plan, while Egan-Jones offered support under its Wealth-Focus policy as a counterpoint.
- Shareholders must cast votes by 11:59 p.m. ET on Nov. 5, with results to be tallied at Tesla’s annual meeting on Nov. 6.
- If fully achieved, the award could lift Musk’s stake from about 13% to nearly 29%, a shift drawing governance and dilution concerns following a Delaware court’s decision earlier this year to void his 2018 pay deal.