Investor's Corner
Tesla SolarCity merger may be delayed by shareholder lawsuits
A special stockholder meeting in connection with Tesla’s proposed SolarCity acquisition is coming soon.
Over the weekend, Tesla published two items related to the acquisition: a notice of an upcoming event, the Record Date for the Upcoming Tesla Special Stockholder Meeting in Connection with SolarCity Acquisition, and an update the the S-4 Registration Statement, a.k.a the Merger Proposal.
In the first announcement Tesla intends to inform Tesla investors that the “record date for the determination of Tesla stockholders entitled to […] vote at the Tesla special stockholders meeting in connection with the SolarCity acquisition will be sometime during the week of September 19, 2016.” In layman terms, this means that sometime this week, anyone that “settled” a TSLA stock purchase 3 days prior to this date will have the right to vote at the Tesla special stockholders meeting.
Because of the T+3 system of settlement presently used in North America whereby stock trades settle three business days after the transaction is carried out, anyone purchasing TSLA stock this week will likely be unable to vote at the Tesla special stockholders meeting.
The second filing is an update to the original S-4 Registration Statement of August 31, 2016. Comparing the two version of the Merger Proposal, shows that the documents are effectively identical, except for a section entitled “Litigation Relating to the Merger” (on page 23 of the latest PDF).
In this section of the Merger Proposal, Tesla discloses that “between September 1, 2016 and September 14, 2016, four lawsuits were filed in the Court of Chancery of the State of Delaware by purported stockholders of Tesla challenging the proposed Merger.” These lawsuits were filed by the City of Riviera Beach Police Pension Fund, Ellen Prasinos, the Arkansas Teacher Retirement System, and P. Evan Stephens.
In the lawsuits it is alleged “that the members of the Tesla Board breached their fiduciary duties in connection with the proposed Merger and, in some cases, that SolarCity and members of the SolarCity Board aided and abetted breaches of fiduciary duties and that certain individual defendants would be unjustly enriched by the proposed Merger.”
Additionally the lawsuits claim that “Member of the Tesla Board [..] [in the S-4 document] filed on August 31, 2016 allegedly failed to disclose material facts in connection with the proposed Merger.”
The main goal of the lawsuits is the rescission of the proposed Merger. Tesla of course believes that the actions are without merit.
What does this all means? Probably not too much. The record date will be announced this week, and soon after the Tesla special stockholders meeting in connection with the SolarCity acquisition will be held. Approval is expected, given that most of the large shareholders, Mutual Funds and major Hedge funds, have already announced their approval.
The lawsuits, unless thrown out by the appointed judge, will likely only delay the actual closing off the agreement. One thing to also note is that almost every merger agreement results in shareholders lawsuits, so the Tesla situation is fairly common.
TSLA Stock Action
TSLA stock is now officially back on the run. Looking at today’s chart, most of the technical indicators have now turned positive: we have 3 green bars of the Heikin-Ashi chart (the pay-day-cycle, showing the momentum is on the upside), the MACD has turned positive and the MACD averages are “pinching”. This was enough for me to initiate a buy on Friday of TSLA January 2017 $200 calls.

Source: Wall Street I/O
Elon Musk
Tesla analyst: ‘near zero chance’ Elon Musk’s $1T comp package is rejected
“There is a near-zero chance that $TSLA shareholders will vote down Elon’s new proposed comp plan at the Nov 6 shareholders’ meeting.”
A Tesla analyst says there is “zero chance” that CEO Elon Musk’s new compensation package is rejected, a testament to the loyalty and belief many shareholders and investors have in the frontman.
Tesla investors will vote on November 6 at the annual Shareholder Meeting to approve a new compensation package for Musk, revealed by the company’s Board of Directors earlier this month.
The package, if approved, would give Musk the opportunity to earn $1 trillion in stock, an ownership concentration of over 27 percent (a major request of Musk’s), and a solidified future at the company.
The Tesla Community on X, the social media platform Musk bought in 2023, is overwhelmingly in favor of the pay package, though a handful of skeptics remain.
Nevertheless, the big pulls of this vote are held by proxy firms and other large-scale investors. Two of them, Institutional Shareholder Services (ISS) and Glass Lewis, said they would be voting against Musk’s proposed compensation plan.
Tesla CEO Elon Musk’s $1 trillion pay package hits first adversity from proxy firm
Today, the State Board of Administration of Florida (SBA) said it would vote in favor of Musk’s newly-proposed pay day, making it the first large-scale shareholder to announce it would support the CEO’s pay.
One analyst said that Musk’s payday is inevitable. Gary Black of the Future Fund said today there is a “near-zero chance” that shareholders will allow Musk’s pay package to be rejected:
“There is a near-zero chance that $TSLA shareholders will vote down Elon’s new proposed comp plan at the Nov 6 shareholders’ meeting.”
He added an alternative perspective from Wedbush’s Dan Ives, who said that he had a better chance of starting for the New York Yankees than the comp package not being approved.
There is a near zero chance that $TSLA shareholders will vote down Elon’s new proposed comp plan at the Nov 6 shareholders’ meeting. As Wedbush analyst Dan Ives (@divestech) colorfully put it in a Yahoo Finance interview on October 23rd: “I have a better chance of starting for…
— Gary Black (@garyblack00) October 27, 2025
Black’s the Future Fund sold its Tesla holdings earlier this year. He explained that the firm believed the company’s valuation was too disconnected from fundamentals, citing the P/E ratio of 188x and declining earnings estimates.
The firm maintained its $310 price target, and shares were trading at $356.90 that day.
Shares closed at $452.42 today.
The latest predictions from betting platform Kalshi have shown Musk’s comp package has a 94 percent chance of being approved:
— Kalshi (@Kalshi) October 20, 2025
Investor's Corner
Tesla analysts are expecting big things from the stock
Tesla analysts are expecting big things from the stock (NASDAQ: TSLA) after many firms made price target adjustments following the Q3 Earnings Call.
Last Wednesday, Tesla reported earnings with record revenue but missed EPS estimates.
It blew delivery expectations out of the water with its strongest quarter in company history, but Tesla’s future relies on the development of autonomous vehicles, robotics, and AI, which many bullish firms highlight as major strengths.
The earnings call reiterated those points, along with the belief that Tesla CEO Elon Musk should be rewarded with a newly proposed pay package that would enable him to gain $1 trillion in wealth if he comes through on a lengthy list of performance tranches.
Nine Wall Street firms made adjustments to their outlook on Tesla shares in the form of price target increases since last Wednesday’s call, all of which are indications of big expectations for the stock moving forward.
Here are the nine firms that made moves:
- Truist – $280 to $406, reiterated Hold rating
- Roth MKM – $395 to $404, reiterated Buy rating
- Cantor Fitzgerald – $355 to $510, reiterated Overweight rating
- Deutsche Bank – $435 to $440, reiterated Buy rating
- Mizhuo – $450 to $485, reiterated Outperform rating
- New Street Research – $465 to $520, reiterated Buy rating
- Evercore ISI – $235 to $300, reiterated In Line rating
- Freedom Capital Markets – $338 to $406, upgraded to Hold rating
- China Renaissance – $349 to $380, reiterated Hold rating
The boosts in price target are largely due to Tesla’s future projects, as Roth MKM, Cantor Fitzgerald, Mizuho, New Street Research, and Evercore ISI all explicitly mention Tesla’s autonomy, robotics, and AI potential as the main factors for its price target boosts.
Cantor Fitzgerald raises Tesla PT To $510, citing Cybercab, Semi, and AI momentum
It is no surprise that many firms are adjusting their outlook on Tesla shares considerably in an effort to prepare for the company’s transition to even more of a tech company than a car company.
The issue with many analysts is that they treat the company’s vehicle deliveries as the main indicator of value.
However, Tesla has a robust energy division, which was a major contributor to the company’s strong margins and gross profit in Q3, as well as its prowess in robotics and AI.
Additionally, the company is seen as a key player in the autonomy field, especially after launching driverless rides on a Robotaxi platform in Austin and expanding a similar program in the Bay Area.
Tesla shares were up over 5 percent at 12:18 p.m. on the East Coast.
Investor's Corner
Tesla warns Elon Musk could step down if shareholders reject pay plan
Denholm’s letter emphasized Tesla is at a “critical inflection point” as it scales AI-driven projects such as Full Self-Driving (FSD) and Optimus.
Tesla Board Chair Robyn Denholm has urged shareholders to approve CEO Elon Musk’s new 2025 Performance Award ahead of the November 6 Annual Meeting, warning that rejecting it could risk losing his leadership.
In a letter posted on Tesla’s official handle on X, Denholm stated that the company must “foster an environment that motivates Elon to achieve great things,” or risk losing “his time, talent, and vision,” which she described as essential to Tesla’s success.
Retaining Musk amid Tesla’s critical transition
Denholm’s letter emphasized Tesla is at a “critical inflection point” as it scales AI-driven projects such as Full Self-Driving (FSD) and Optimus. She argued that Musk’s leadership remains vital as Tesla pushes toward becoming “the leading provider of autonomous solutions and the most valuable company in the world.” Without a new performance-based plan, Denholm warned, Musk could step away, potentially costing Tesla significant long-term value.
“If we fail to foster an environment that motivates Elon to achieve great things through an equitable pay-for-performance plan, we run the risk that he gives up his executive position, and Tesla may lose his time, talent, and vision, which have been essential to delivering extraordinary shareholder returns,” the Tesla Board Chair stated.
The board’s proposed 2025 Performance Award aligns Musk’s compensation with ambitious targets while extending his commitment for at least 7.5 more years. Denholm stated that the vote is a defining moment for Tesla’s future direction, adding that the plan was designed to keep Musk focused on innovation while maintaining governance discipline. “A vote here is both an endorsement of Elon’s vision and a vote for Tesla’s carefully tailored strategy,” she said.
Musk’s pay history is rooted in performance
Elon Musk’s pay history with Tesla has long been unconventional. For years, he has declined a regular salary, instead directly tying his earnings to Tesla’s ability to meet ambitious production and market-value goals. His 2018 performance award, approved by shareholders at a time when Tesla had a market cap of just about $59 billion, granted him stock options only when Tesla reached aggressive growth milestones, such as growing the company’s market cap to $650 billion.
At the time, the milestones included $50 billion additions to Tesla’s market cap, which were considered by many to be unrealistic. Those goals were ultimately met by the electric vehicle maker, but a Delaware court later rescinded the plan in January 2024, calling it an “unfathomable sum.”
Tesla shareholders reaffirmed support for Musk’s pay in 2024, even as legal disputes continued. The board then issued an interim equity package valued around $29 billion while developing a new long-term plan earlier this year. Since then, Tesla’s Board has proposed Musk’s 2025 CEO Performance Award, which could be worth nearly $1 trillion, but only if Musk were to grow Tesla into the world’s most valuable company with a market cap of $8.5 trillion, among other aggressive and ambitious targets.
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