News
Tesla shareholder sues company over 2018 SEC consent decree
Tesla was sued by a shareholder last Friday after accusing the company’s board members of breaching their fiduciary duties in connection with the automaker’s 2018 consent decree with the SEC.
Tesla said in a 10-Q filing with the SEC on Monday that a shareholder filed the suit on October 21, alleging the company of breaching its duties after the 2018 settlement, which dealt with CEO Elon Musk’s Tweet that he was prepared to take the company private at $420 per share. “Funding secured,” Musk infamously said.
Tesla said in the filing:
“On October 21, 2022, a lawsuit was filed in the Delaware Court of Chancery by a purported shareholder of Tesla alleging, among other things, that board members breached their fiduciary duties in connection with their oversight of the Company’s 2018 settlement with the SEC, as amended. Among other things, the plaintiff seeks reforms to the Company’s corporate governance and internal procedures, unspecified damages, and attorneys’ fees.”
The company said it believes the claims have no merit, and they intend to defend against them “vigorously.”
In 2018, Musk stated on Twitter that he was planning to take Tesla shares private, which ultimately resulted in the SEC bringing securities fraud charges against the CEO. Tesla, Musk, and the SEC agreed to the following terms in 2018:
- Musk will step down as Tesla’s Chairman and be replaced by an independent Chairman. Musk will be ineligible to be re-elected Chairman for three years;
- Tesla will appoint a total of two new independent directors to its board;
- Tesla will establish a new committee of independent directors and put in place additional controls and procedures to oversee Musk’s communications;
- Musk and Tesla will each pay a separate $20 million penalty. The $40 million in penalties will be distributed to harmed investors under a court-approved process.
However, Musk has pushed to have the decree thrown out this year. Aiming to remove the “muzzle” the decree has effectively placed on Musk, his attorneys argue the SEC’s overwatch of his actions has become more invasive. Musk attorneys, including Alex Spiro, stated, “Under the shadow of the consent decree, the SEC has increasingly surveilled, policed, and attempted to curb Mr. Musk’s protected speech that does not touch upon the federal securities laws. Any objective served by the pre-approval provision has been served.”
The SEC announced in early June it had established the Tesla Fair Fund, which aims to pay investors who were negatively affected by Musk’s “funding secured” Tweet.
Tesla was also sued by JPMorgan and other shareholders in relation to the Tweet.
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Elon Musk
Delaware Supreme Court reinstates Elon Musk’s 2018 Tesla CEO pay package
The unanimous decision criticized the prior total rescission as “improper and inequitable,” arguing that it left Musk uncompensated for six years of transformative leadership at Tesla.
The Delaware Supreme Court has overturned a lower court ruling, reinstating Elon Musk’s 2018 compensation package originally valued at $56 billion but now worth approximately $139 billion due to Tesla’s soaring stock price.
The unanimous decision criticized the prior total rescission as “improper and inequitable,” arguing that it left Musk uncompensated for six years of transformative leadership at Tesla. Musk quickly celebrated the outcome on X, stating that he felt “vindicated.” He also shared his gratitude to TSLA shareholders.
Delaware Supreme Court makes a decision
In a 49-page ruling Friday, the Delaware Supreme Court reversed Chancellor Kathaleen McCormick’s 2024 decision that voided the 2018 package over alleged board conflicts and inadequate shareholder disclosures. The high court acknowledged varying views on liability but agreed rescission was excessive, stating it “leaves Musk uncompensated for his time and efforts over a period of six years.”
The 2018 plan granted Musk options on about 304 million shares upon hitting aggressive milestones, all of which were achieved ahead of time. Shareholders overwhelmingly approved it initially in 2018 and ratified it once again in 2024 after the Delaware lower court struck it down. The case against Musk’s 2018 pay package was filed by plaintiff Richard Tornetta, who held just nine shares when the compensation plan was approved.
A hard-fought victory
As noted in a Reuters report, Tesla’s win avoids a potential $26 billion earnings hit from replacing the award at current prices. Tesla, now Texas-incorporated, had hedged with interim plans, including a November 2025 shareholder-approved package potentially worth $878 billion tied to Robotaxi and Optimus goals and other extremely aggressive operational milestones.
The saga surrounding Elon Musk’s 2018 pay package ultimately damaged Delaware’s corporate appeal, prompting a number of high-profile firms, such as Dropbox, Roblox, Trade Desk, and Coinbase, to follow Tesla’s exodus out of the state. What added more fuel to the issue was the fact that Tornetta’s legal team, following the lower court’s 2024 decision, demanded a fee request of more than $5.1 billion worth of TSLA stock, which was equal to an hourly rate of over $200,000.
Delaware Supreme Court Elon Musk 2018 Pay Package by Simon Alvarez
News
Tesla Cybercab tests are going on overdrive with production-ready units
Tesla is ramping its real-world tests of the Cybercab, with multiple sightings of the vehicle being reported across social media this week.
Tesla is ramping its real-world tests of the Cybercab, with multiple sightings of the autonomous two-seater being reported across social media this week. Based on videos of the vehicle that have been shared online, it appears that Cybercab tests are underway across multiple states.
Recent Cybercab sightings
Reports of Cybercab tests have ramped this week, with a vehicle that looked like a production-ready prototype being spotted at Apple’s Visitor Center in California. The vehicle in this sighting was interesting as it was equipped with a steering wheel. The vehicle also featured some changes to the design of its brake lights.
The Cybercab was also filmed testing at the Fremont factory’s test track, which also seemed to involve a vehicle that looked production-ready. This also seemed to be the case for a Cybercab that was spotted in Austin, Texas, which happened to be undergoing real-world tests. Overall, these sightings suggest that Cybercab testing is fully underway, and the vehicle is really moving towards production.
Production design all but finalized?
Recently, a near-production-ready Cybercab was showcased at Tesla’s Santana Row showroom in San Jose. The vehicle was equipped with frameless windows, dual windshield wipers, powered butterfly door struts, an extended front splitter, an updated lightbar, new wheel covers, and a license plate bracket. Interior updates include redesigned dash/door panels, refined seats with center cupholders, updated carpet, and what appeared to be improved legroom.
There seems to be a pretty good chance that the Cybercab’s design has been all but finalized, at least considering Elon Musk’s comments at the 2025 Annual Shareholder Meeting. During the event, Musk confirmed that the vehicle will enter production around April 2026, and its production targets will be quite ambitious.
News
Tesla gets a win in Sweden as union withdraws potentially “illegal” blockade
As per recent reports, the Vision union’s planned anti-Tesla action might have been illegal.
Swedish union Vision has withdrawn its sympathy blockade against Tesla’s planned service center and showroom in Kalmar. As per recent reports, the Vision union’s planned anti-Tesla action might have been illegal.
Vision’s decision to pull the blockade
Vision announced the blockade in early December, stating that it was targeting the administrative handling of Tesla’s facility permits in Kalmar municipality. The sympathy measure was expected to start Monday, but was formally withdrawn via documents sent to the Mediation Institute and Kalmar Municipality last week.
As noted in a Daggers Arbete report, plans for the strike were ultimately pulled after employer group SKR highlighted potential illegality under the Public Employment Act. Vision stressed its continued backing for the Swedish labor model, though Deputy negotiation manager Oskar Pettersson explained that the Vision union and IF Metall made the decision to cancel the planned strike together.
“We will not continue to challenge the regulations,” Petterson said. “The objection was of a technical nature. We made the assessment together with IF Metall that we were not in a position to challenge the legal assessment of whether we could take this particular action against Tesla. Therefore, we chose to revoke the notice itself.”
The SKR’s warning
Petterson also stated that SKR’s technical objection to the Vision union’s planned anti-Tesla strike framed the protest as an unauthorized act. “It was a legal assessment of the situation. Both for us and for IF Metall, it is important to be clear that we stand for the Swedish model. But we should not continue to challenge the regulations and risk getting judgments that lead nowhere in the application of the regulations,” he said.
Vision ultimately canceled its planned blockade against Tesla on December 9. With Vision’s withdrawal, few obstacles remain for Tesla’s long-planned Kalmar site. A foreign electrical firm completed work this fall, and Tesla’s Careers page currently lists a full-time service manager position based there, signaling an imminent opening.
Delaware Supreme Court reinstates Elon Musk’s 2018 Tesla CEO pay package
Tesla Cybercab tests are going on overdrive with production-ready units
