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Investor group urges Tesla to seek board members independent of Elon Musk

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Five institutional investors, including the California State Teachers’ Retirement System (Calstrs), the Connecticut Retirement Plans and Trust Funds,  and CtW Investment Group, have signed a letter to Tesla director Antonio Gracias urging the company to seek board members that are independent of Elon Musk.

In addition to expanding the size of the Tesla board to include two new members that do not have ties with Musk, the group which manages a combined $721 billion in assets – Caslstrs is the second largest pension fund in America – is also advocating for annual elections for all board members. Presently, only one third of the directors are elected each year. Calstrs is one of the founders of Investor Stewardship Group, which includes several other major investors such as BlackRock Inc., State Street Corp., Vanguard Group, and T. Rowe Price Group. In January, that group formulated a new policy position that supports annual elections for all board members as a way of increasing the accountability of directors to shareholders.

The influential group of investors argue that “Directors should be held to a higher standard of independence given the conflicts of interest that permeate this board.”, according to a report by Bloomberg. “A thoroughly independent board would provide a critical check on possible dysfunctional group dynamics, such as groupthink.”

Less than 11% of S&P 500 companies have staggered board elections today. In 2011, almost a third of them did according to governance data provider Equilar. Last year, 10 proposals seeking declassified boards received approval from 80% support from shareholders according to data compiled by Fundvotes.com.

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“As companies grow up and mature, they need to have governance practices that reflect that,” Philip Larrieu, an associate portfolio manager for Calstrs, said in a phone interview via Bloomberg. “When the stock is doing well, the argument is ’we don’t need to make changes, we are doing well.’ But we will push for these changes regardless of the stock price.” The statement by Calstrs comes at a time when Tesla stock continues to reach all-time highs, surging to over 40% gains in this year alone. Tesla has become the largest U.S. automaker, beating General Motors in market capitalization.

Today, Tesla’s board is made up of Musk; his brother, Kimball;  Gracias, who is the founder of a private equity firm and a director at SpaceX; Ira Ehrenpreis, a venture capitalist and SpaceX investor; Brad Buss, a former SolarCity chief financial officer; Steve Jurvetson, a venture investor and SpaceX director; and Robyn Denholm, the chief operating officer of Telstra Corp., Australia’s largest telecommunications company.

Musk is the largest Tesla shareholder and holds a stake worth approximately 21% of the company, according to data compiled by Bloomberg. Gracias is the sixth largest shareholder with a 3.75% stake.

A Tesla spokesperson has responded to the letter send to the company, citing “We are actively engaged in a search process for independent board members, which is something we committed to do several months ago, and expect to announce new additions fairly soon”. The Silicon Valley-based electric car maker and energy company added, “We regularly engage with our shareholders and value their feedback.”

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“Getting independent people on the board is important in terms of holding management accountable,” Etelvina Martinez, the corporate governance manager at CtW Investment Group, which also signed the letter, said in a phone interview. “Shareholders need to be able to hold management accountable. While the stock price is doing extremely well, there are still concerns about corporate governance.”

Some of the concerns raised in the letter go back to last year’s acquisition of SolarCity by Tesla. Despite Musk’s assurances that the merger was good for both companies, there was concern over the financial health of such an acquisition. “If Tesla truly wants to be forward thinking, then it needs to embrace accountability and it needs to welcome diverse, independent opinions into its boardroom,” New York City Comptroller Scott Stringer told Bloomberg. “Strong performance doesn’t insulate Tesla from accountability.”

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Investor's Corner

SpaceX makes $20 billion move to optimize its balance sheet

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Credit: SpaceX

SpaceX announced today that it commenced its first-ever public bond offering, marking a significant step in the newly public company’s capital markets strategy.

The company announced an offering of senior unsecured notes expected to raise at least $20 billion.

The move comes just a short time after SpaceX completed one of the largest initial public offerings in history. In mid-June, the company priced shares at $135 and raised more than $85 billion, propelling founder Elon Musk’s net worth past the trillion-dollar mark and giving the firm substantial liquidity.

According to the company’s SEC filing, the net proceeds from the notes will be used primarily to repay in full the outstanding borrowings under its existing bridge loan facility, cover related fees and expenses, and fund general corporate purposes. The offering is being conducted under Rule 144A, as well as Regulation S, targeting qualified institutional buyers and non-U.S. investors. Notes will be unsecured obligations ranking equally with other unsubordinated debt.

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The $20 billion bridge loan was used to refinance approximately $17.5 billion in higher-cost “junk” debt tied to X and xAI. SpaceX had merged with xAI in February 2026 in an all-stock deal. The bridge facility, which matures in September 2027, had represented the bulk of SpaceX’s long-term debt.

SpaceX officially acquires xAI, merging rockets with AI expertise

In connection with the bond launch, SpaceX disclosed it held approximately $100.8 billion in cash and cash equivalents as of June 19. Investor calls began on the announcement date, with pricing and launch expected shortly thereafter. Rating agencies have assigned investment-grade ratings to the proposed bonds, reflecting confidence in SpaceX’s dominant position in commercial launches and the growth trajectory of its Starlink internet offering.

The debt raise also allows SpaceX to optimize its balance sheet by replacing short-term, higher-cost bridge financing with longer-date, lower-cost fixed-income securities. This provides greater financial flexibility to support capital-intensive initiatives, including the development of Starship, the expansion of the Starlink constellation, and the integration of AI capabilities following the xAI combination.

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SpaceX shares (NASDAQ: SPCX) fell sharply on the news, dropping over 16 percent overall on the market on Monday. The stock had surged initially after debuting but pulled back amid profit-taking and broader market dynamics.

Overall, the bond offering underscores SpaceX’s transition to a mature public company with access to diverse funding sources. It positions the firm to pursue its long-term vision of multiplanetary expansion and AI infrastructure, while maintaining a disciplined approach to its capital structure in a high-growth but capital-heavy industry.

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SpaceX is launching a secret spacecraft that could change how things are made in space

SpaceX’s secret disk-shaped Starfall capsule is targeting a market no reentry vehicle has cracked.

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SpaceX is targeting Tuesday, June 23 for the first flight of Starfall, a reentry capsule the company has developed almost entirely in private. The Falcon 9 launch window opens at 6:43 a.m. ET from Space Launch Complex 40 at Cape Canaveral Space Force Station, with a backup window available the same time on June 24. SpaceX has made no public announcement about the vehicle, only providing launch details. Everything known about it has come through FAA and FCC regulatory filings.

What makes Starfall different starts with its shape. Rather than the traditional cone used by Dragon and every other cargo return capsule in operation, Starfall is a flat disk that measures roughly  10.2 feet (3.1 meters) wide and just 2.5 feet (0.75 meters) tall, and weighing 4,630 pounds (2,100 kg) and capable of returning up to 2,200 pounds (1,000 kilograms) of payload from orbit. The disk geometry maximizes structural efficiency and payload volume relative to mass, and the heat shield mechanically jettisons just before splashdown, allowing recovery teams to retrieve both the capsule and the shield separately from the Pacific Ocean.

The difference with Starfall from existing competitors, such as Varda Space Industries, which has largely built the orbital manufacturing market and returns heavy payloads per flight is that Starfall’s specification is roughly 30 times more per mission, and is designed to be mass-produced and launched on either Falcon 9 or Starship. That combination of volume and launch access is something no standalone startup can replicate, and it puts SpaceX in direct competition with the companies that currently pay it to reach orbit.

SpaceX to launch military missile tracking satellites through new Space Force contract

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The intended market is orbital manufacturing: pharmaceuticals, protein crystals, semiconductors, and advanced optical fiber that physically cannot be produced in the presence of gravity. FAA documents describe Starfall’s long-term purpose as building a “self-sustaining commercial in-space manufacturing market” and as a potential successor to the industrial capabilities of the International Space Station, which is set to retire in the late 2020s. Military rapid global cargo delivery is a parallel application under active discussion with the Pentagon.

The reason some industries seek manufacturing in space comes down to gravity. On Earth, gravity causes materials to settle, separate, and deform during production. In microgravity, those constraints disappear.

SpaceX’s already controls launch access, which means it currently functions as the landlord for every competitor in the orbital manufacturing return space. Starfall converts that landlord position into vertical ownership, and it would no longer just carry other companies’ capsules to orbit, but rather operate the capsule, own the return logistics, and capture the service revenue directly. Viewed alongside Starlink, Colossus, and the xAI merger, Starfall fits a consistent pattern: SpaceX identifying infrastructure layers that others depend on and moving to own them outright. Orbital manufacturing return is the next layer on that list.

If Tuesday’s reentry, parachute sequence, and recovery demonstration goes as planned, the second FAA-approved test flight follows. A successful pair of demos would position SpaceX to begin offering Starfall as a commercial service, likely first to pharmaceutical and materials science customers before scaling toward the military and broader manufacturing segments.

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Elon Musk just upped his Tesla stake further fueling SpaceX merger conversation

Elon Musk just collected a $116 billion Tesla payday and the timing is eye-opening

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Elon Musk quietly collected one of the largest single-transaction paydays in corporate history on Monday. A Form 4 filed with the SEC on June 17, 2026 disclosed that Musk exercised 303,960,630 Tesla stock options from his 2018 compensation package, with the transaction dated June 16. No shares were sold on the open market.

The numbers are straightforward but striking. Musk exercised the options at a split-adjusted strike price of $23.34, with Tesla closing at $404.66 that day, putting the spread at $381.32 per share and generating roughly $115.9 billion in paper gains in a single transaction. To cover the exercise cost, Tesla withheld 17,531,857 shares through a net share settlement, meaning Musk paid nothing out of pocket.

For perspective, in 2018, Elon Musk’s award was originally approved by Tesla shareholders on March 21, 2018, and structured entirely around performance milestones that many analysts at the time called unreachable. Every tranche eventually vested. The original grant covered 20,264,042 shares at $350.02, which after Tesla’s 5-for-1 split in 2020 and 3-for-1 split in 2022 adjusted to 303,960,630 shares at $23.34. A Delaware court rescinded the award in January 2024, ruling the board was conflicted. As Teslarati reported, Tesla shareholders voted to ratify the package anyway in June 2024 by a wide margin. The Delaware Supreme Court reversed the decision in December 2025, finding full cancellation too extreme, and Tesla’s board signed an Implementation Agreement on April 21, 2026 to formally deliver the shares.

The Tesla and SpaceX merger everyone is talking about is quietly building

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The timing and structure of the Form 4 filing carries more weight than a routine stock option exercise typically would. Musk exercised his 2018 Tesla award on June 16, a week into SpaceX completing its IPO and trading publicly, and giving SpaceX a public market valuation and share currency for the first time in the company’s history. A stock-for-stock merger between two companies requires the acquiring entity to have tradeable shares it can offer to the target’s shareholders, and SpaceX now has exactly that. At the same time, Musk just increased his direct Tesla voting power to approximately 20%, giving him greater influence over any shareholder vote that a merger would require. The restricted shares he received cannot be sold until 2033, which removes any near-term incentive to cash out and instead positions this stake as long-term structural collateral in a deal. Additionally, Musk’s two companies are already deeply intertwined through shared semiconductor fabrication at their joint TERAFAB facility in Austin, cross-company supply chain transactions, and Tesla’s $2 billion investment in xAI prior to the SpaceX-xAI merger.

Wedbush analyst Dan Ives has publicly placed the odds of a Tesla and SpaceX combination at 80% to 90% by early 2027. The Implementation Agreement that made Monday’s exercise possible was signed on April 21, 2026, roughly two months before the SpaceX IPO closed. That sequencing, building Musk’s Tesla ownership to its highest point ever immediately before SpaceX gains the public currency needed to acquire it, is either an extraordinary coincidence or a carefully staged foundation for the largest corporate merger in history.

Elon Musk’s TERAFAB project: Everything you need to know

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