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Tesla investors to vote on Texas incorporation, ratification of Musk’s 2018 comp plan at 2024 annual meeting
Tesla has filed its Proxy Statement 2024 to the United States Securities and Exchange Commission (SEC). The document included details about the electric vehicle maker’s 2024 annual meeting of stockholders, updates regarding the company’s plans for CEO Elon Musk’s 2018 pay package, as well as an initiative to move Tesla’s state of corporation from Delaware to Texas.
In her Letter to Stockholders, Tesla Chairperson of the Board Robyn Denholm noted that Texas has become the company’s business home, so it also makes sense that 2024 would be the year when Tesla would transfer its state of incorporation from Delaware to the Lone Star state. She also noted that thousands of Tesla shareholders have already shared similar sentiments with the company.
“2024 is the year that Tesla should move home to Texas. We are asking for your vote to approve Tesla’s move from Delaware, our current state of incorporation, to a new legal home in Texas. Texas is already our business home, and we are committed to it… Texas is where we should continue working towards our mission of accelerating the world’s transition to sustainable energy, as we lay the foundation for our growth with our ramp and build of factories for our future vehicles and to help meet the demand for energy storage as well as with our progress in artificial intelligence via full self-driving and Optimus,” Denholm wrote.
The Tesla Chairperson of the Board also noted that TSLA shareholders would be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year. Denholm noted that ratification of Musk’s 2018 compensation plan, whose targets have already been fully met by the CEO ahead of schedule, would restore Tesla stockholder democracy.
“Corporate democracy and stockholder rights are at the heart of Tesla’s values. Earlier this year, a Delaware Court ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018. The Tornetta Court decided, years later, that the CEO pay package was not “entirely fair” to the very same stockholders who voted to approve it — even though approximately 73% of all votes cast by our disinterested stockholders voted to approve it in 2018,” Denholm wrote.
Tesla is expected to hold its 2024 annual meeting of stockholders on June 13, 2024 at 3:30 p.m. Central Time (1:30 p.m. Pacific Time). The meeting will be held at Gigafactory Texas in Austin, Texas.
Following is a list of proposals that are up for a vote in Tesla’s 2024 annual shareholder meeting, as well as the Board’s vote recommendations.
Tesla Proposals
- A Tesla proposal to elect two Class II directors to serve for a term of three years, or until their respective successors are duly elected and qualified (“Proposal One”). – Board Recommendation: “FOR”
- A Tesla proposal to approve executive compensation on a non-binding advisory basis (“Proposal Two”). – Board Recommendation: “FOR”
- A Tesla proposal to approve the redomestication of Tesla from Delaware to Texas by conversion (“Proposal Three”). – Board Recommendation: “FOR”
- A Tesla proposal to ratify the 100% performance-based stock option award to Elon Musk that was proposed to and approved by our stockholders in 2018 (“Proposal Four”). – Board Recommendation: “FOR”
- A Tesla proposal to ratify the appointment of PricewaterhouseCoopers LLP as Tesla’s independent registered public accounting firm for the fiscal year ending December 31, 2024 (“Proposal Five”). – Board Recommendation: “FOR”
Stockholder Proposals
- A stockholder proposal regarding the reduction of director terms to one year, if properly presented (“Proposal Six”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding simple majority voting provisions in our governing documents, if properly presented (“Proposal Seven”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding annual reporting on anti-harassment and discrimination efforts, if properly presented (“Proposal Eight”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding the adoption of a freedom of association and collective bargaining policy, if properly presented (“Proposal Nine”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding reporting on effects and risks associated with electromagnetic radiation and wireless technologies, if properly presented (“Proposal Ten”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding adopting targets and reporting on metrics to assess the feasibility of integrating sustainability metrics into senior executive compensation plans, if properly presented (“Proposal Eleven”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding committing to a moratorium on sourcing minerals from deep sea mining, if properly presented (“Proposal Twelve”). – Board Recommendation: “AGAINST”
Tesla’s Proxy Statement 2024 can be viewed below.
Tesla Proxy Statement 2024 by Simon Alvarez on Scribd
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Tesla Full Self-Driving is set to get a major fix with pothole avoidance, a feature that CEO Elon Musk said recently was “coming soon.” The feature has been included within the FSD v14 release notes for some time as an upcoming improvement.
Potholes come in all shapes and sizes, but one thing is universal about them, and that is the fact that every driver wants to avoid them. Driving into or over a pothole can cause tire and wheel damage, alignment issues, and even, in some more severe instances, injury to occupants or major damage to a vehicle in despair.
Tesla Cybercab uses a unique strategy for picking up the right rider
Musk said late last night in a post that pothole avoidance while utilizing the Full Self-Driving suite is “coming soon.”
Coming soon
— Elon Musk (@elonmusk) August 31, 2026
Full Self-Driving, even in its most recent and robust forms, still has its shortcomings. While the suite has performed exceptionally well with avoiding on-road obstacles like cardboard boxes, horse droppings, car parts, and other debris, it still seems to struggle with recognizing certain things.
Potholes and other abrupt changes in a road’s layout are things that FSD still tends to struggle with. Perhaps the suite’s 3D modeling is still in need of some additional data or some sort of script that will help it to avoid a potentially destructive pothole or bump in the road that would be easily recognizable by the human eye.
Musk has mentioned pothole avoidance for some time, with the initial idea coming in April 2019 when an owner first requested the feature. Musk said that Tesla would “definitely” develop pothole avoidance.
In August 2020, Musk said Tesla was in the process of labeling bumps and potholes so cars can either slow down or steer around them altogether.
Tesla to utilize micro maps for pothole-detection in future update
Avoiding major disturbances in the road is a necessary feature for Full Self-Driving to have, especially as Tesla is working toward a fully autonomous program that will eventually allow every occupant in the vehicle to sleep, work, or enjoy leisure time while traveling.
That truly begins this week with the launch of Cybercab on Thursday.
Elon Musk
Elon Musk says he knows how to save Earth for a billion years
Elon Musk says sentient AI satellites launched from the Moon could keep Earth livable forever.
Elon Musk spent part of his weekend describing a plan to keep the planet livable for roughly a billion years, and it starts with satellites that can think for themselves.
In a post on X, Musk argued that swapping fossil fuels for solar and wind power will not be enough to protect humanity from what he called extremely severe extinction events, the kind that occur roughly every 100 million years. His fix is what he called sentient satellites, or solar-powered satellites, controlled by AI, that would sit in a fixed spot between Earth and the Sun after being launched off the Moon using a giant electromagnetic catapult instead of rockets.
The satellites’ onboard AI would make continuous, small adjustments rather than waiting on human instructions. The mass driver is Musk’s proposed way of getting the raw material there cheaply by using an electromagnetic launch track built on the Moon, where lower gravity and no atmosphere make it far easier to fling cargo into space than it is from Earth.
But we do need to act much faster than that if people still want to live where the beach is today. We have about 50 years or so to take action, which should be more than enough time for the space satellites to solve any heating problems. https://t.co/xhrVQALwQw
— Elon Musk (@elonmusk) August 30, 2026
Musk shared a Grok generated estimate suggesting roughly 5 percent of Florida’s land, or about 1.68 million acres, could face regular flooding by 2070 under a high sea level rise scenario, and said humanity has about 50 years to act before coastal living looks very different than it does today.
This is not the first time Musk has floated the idea. He raised a similar concept in November, describing a solar powered AI satellite constellation that could make tiny adjustments to incoming sunlight to fine tune Earth’s temperature. Musk has also tied planetary risk to his broader vision at SpaceX, where his compensation package is explicitly linked to establishing a self-sustaining Mars colony, one he has described as an insurance policy against the kind of extinction event he referenced this weekend, and where he has said humans could set foot within five to seven years.
Elon Musk
OpenAI cites distrust of SpaceX in decision to drop Cursor partnership
OpenAI will cut SpaceX-owned Cursor’s model access in November, citing Musk’s history of broken contracts.
OpenAI, the company behind ChatGPT, announced late Friday that it is ending its partnership with Cursor, cutting off the coding tool’s access to its models on November 12. The move comes two weeks after SpaceX completed its $60 billion acquisition of Cursor’s parent company, Anysphere, folding the popular AI coding assistant into Elon Musk’s growing SpaceXAI division.
In a post on its website, OpenAI said the decision came down to trust, not technology. “We cannot be confident that SpaceX will use our technology within our terms of service, based on our experience with Elon Musk’s companies violating contracts,” the company wrote. OpenAI pointed to two specific incidents: X, now part of SpaceX, allegedly breaking the terms of an existing OpenAI contract after Musk bought Twitter.
That lawsuit is the backdrop for all of this. Musk cofounded OpenAI in 2015, left the board in 2018, and sued Sam Altman and Greg Brockman in 2024, arguing they abandoned the company’s nonprofit mission for profit. A federal jury sided with OpenAI in May, finding Musk waited too long to sue rather than ruling on the merits of his claims. Musk said at the time he would appeal to the Ninth Circuit, calling the outcome a “calendar technicality” rather than a real judgment.
SpaceX’s interest in Cursor predates that verdict by weeks. The company first struck a deal with Cursor in April, securing an option to acquire it for $60 billion or pay $10 billion for joint development work instead. As Teslarati reported at the time, the logic was straightforward: Cursor was paying retail prices to Anthropic and OpenAI, two of its most direct competitors, every time a developer used its product, while SpaceX had idle capacity on its Colossus supercomputer, roughly the equivalent of a million Nvidia H100 GPUs, that Cursor could use to train its own models instead. SpaceX exercised the option in June, days after its own IPO, and the deal closed in mid-August.
Once it closed, Musk moved fast. On an all-hands call with more than 1,000 Cursor employees, he reportedly told staff that SpaceXAI’s Grok was playing catchup in the AI race, unlike Tesla and SpaceX in their own markets, and singled out Anthropic as the company to catch. Cursor CEO Michael Truell now reports directly to Musk inside SpaceXAI.
Losing OpenAI’s models leaves Cursor leaning harder on Anthropic’s Claude, which has its own compute agreement with SpaceX, and on Cursor’s in-house Composer model, the one SpaceX’s compute was supposed to accelerate in the first place. OpenAI framed the November deadline as maximum notice under its contract, and said it wants to “go above and beyond” to help developers through the transition. Whether Anthropic makes the same call is now the open question in AI coding.
Tesla is fixing Full Self-Driving’s pothole problem
Elon Musk says he knows how to save Earth for a billion years
