Overview
- More than 75% of votes backed a 12‑tranche award worth up to roughly $1 trillion, granting Elon Musk about 400 million shares if all goals are met and potentially lifting his stake toward 25%.
- Vesting depends on escalating market‑cap thresholds up to $8.5 trillion plus operational goals including 1 million robotaxis, 1 million Optimus humanoid robots, multi‑million vehicle delivery targets, and 10 million Full Self‑Driving subscriptions.
- Musk used the meeting to forecast product and production moves, including a possible in‑house “terafab” chip plant, a Cybercab launch timeline, Semi production next year, and Optimus advancing to complex tasks such as surgery.
- Proxy advisers ISS and Glass Lewis and investors such as Norway’s sovereign wealth fund urged a no vote, while the board campaigned for approval as critics including New York State Comptroller Thomas DiNapoli and Sen. Bernie Sanders called the payout excessive.
- The approval follows a Delaware court voiding Musk’s 2018 award that Tesla is appealing after reincorporating in Texas, and analysts now debate feasibility, with bulls like Dan Ives seeing an AI‑driven next chapter and others warning about dilution and key‑person risk.