Tesla’s board of directors has responded to one proxy advisory firm that recently urged its investors to vote against ratifying Elon Musk’s 2018 pay package, ahead of the upcoming annual shareholders meeting.
On Monday, Tesla’s board shared a four-page letter to shareholders on its website, detailing what it believes proxy advisory firm Institutional Shareholder Services (ISS) missed in its recent evaluation of the upcoming vote.
In it, the board writes that the firm was right to urge investors to vote in favor of proposal three, or moving incorporation from Delaware to Texas, adding that it missed important points in encouraging them to vote against proposal four, ratifying Musk’s previously approved $56 billion compensation package.
Far too much power is concentrated in the hands of “shareholder services” companies like ISS and Glass Lewis, because so much of the market is passive/index funds, which outsource shareholder voting decisions to them.
ISS and Glass Lewis effectively control the stock market.
— Elon Musk (@elonmusk) January 24, 2023
“Despite the recognition of the benefits of the 2018 CEO Performance Award to both Tesla and its stockholders, ISS ultimately reached the wrong conclusion about Proposal Four due to a technical misunderstanding around the Award,” writes the board.
Tesla’s board of directors also outlines four specific points ISS made in its argument against a vote in favor of ratifying the package, arguing that the firm doesn’t fully understand what ratification means—alongside other points.
The letter also includes a recent post on X from Musk, in which he said that the compensation plan would let the CEO “sell enough stock to pay the taxes,” the rest of which would need to be held for five years.
The deal allows me to sell enough stock to pay the taxes. The remaining stock must be held for 5 years, so it is impossible for me to cash out and run.
— Elon Musk (@elonmusk) June 1, 2024
Last week, ISS wrote that the pay package was “excessive, even given the company’s success,” noting that the firm is unsure if the award will “increase Musk’s focus on Tesla.”
The value of Musk’s compensation package was set and approved by shareholder votes in 2018, as part of a performance-based tranche system that would ultimately net him around $56 billion in Tesla shares for that time. The vote to ratify the plan comes after it was struck down and effectively voided by Delaware Judge Kathaleen McCormick in January.
Tesla shareholders have until June 13 to vote their shares on these and other proposals, and the company has recently used multiple avenues to encourage investors to vote yes on proposals three and four. Other firms have been divided on the vote, with some, such as Glass Lewis, encouraging shareholders to vote against the proposals, while others have urged stockholders to vote in favor of them—in accordance with board recommendations.
Last month, Tesla shared a website dedicated to showing investors how to vote, and encouraging them to vote yes on proposals three and four. You can visit that site here.
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What are your thoughts? Let me know at zach@teslarati.com, find me on X at @zacharyvisconti, or send us tips at tips@teslarati.com.
Investor's Corner
Tesla short sellers win big after shares fall after earnings
Tesla short sellers won big following the company’s massive fall on Wall Street after it reported subpar Earnings on Wednesday.
Tesla short sellers collected about $4.12 billion in single-day profits on Thursday, according to Bloomberg. Shares fell as much as 15 percent during Thursday’s session. It closed as one of the worst days for Tesla on Wall Street in the past three years.
Investors sold off the stock after Tesla said it would aggressively direct its spending toward AI and its Optimus robot project. The company had record revenues, which were driven by one of the strongest quarters in terms of vehicle deliveries in company history.
However, it missed EPS estimates by reporting just $0.33, a far cry from the $0.53 analysts expected.
S3 Partners reported that about 3 percent of Tesla’s outstanding stock is sold short. Managing Director at S3, Ihor Dusaniwsky, provided the short seller’s potential profit, as well as another figure: shorts have likely had paper gains of $8.92 billion this year, as Tesla shares are down 30 percent in 2026.
Tesla (TSLA) Q2 2026 earnings results: miss on EPS, beat on revenue
Tesla has burned short sellers many times in the past, but the company’s latest Earnings Call was a chance for those skeptics to taste some payback. Although the company gave some very transparent information regarding future projects, the rollout of Robotaxi, Optimus, and Semi, many investors took their profits on Thursday.
Notable short sellers like Michael Burry have been transparent about their skepticism around Tesla shares. Burry just revealed three weeks ago that he had opened up a new short on the stock, stating he shorted Tesla shares at $416.22. “Happy it jumped back to this level,” he said in a blog post.
At the time of publication, Tesla shares were down about 3 percent and the stock was trading at $309.92.
News
Tesla door handle saga gets its latest chapter and a big change is coming
Tesla’s long-standing saga regarding its door handles and a manual release has entered its latest chapter, and as a result, a big change is coming.
On Friday, the National Highway Traffic Safety Administration (NHTSA) denied Tesla’s petition that was seeking a defect investigation into roughly 180,000 Model 3 vehicles for an issue involving the emergency mechanical door release.
🚨 The NHTSA denied a petition from Tesla that would have thrown out concerns regarding its door handles.
NHTSA said Tesla’s petition did not present evidence of a safety-related defect warranting an investigation. The agency said a rulemaking process would be a better strategy. pic.twitter.com/j6PzUBM1mT
— TESLARATI (@Teslarati) July 24, 2026
NHTSA said that Tesla’s petition did not present evidence of a safety-related defect in the door handles or their emergency releases. Instead, the agency determined that it would rather solve the issue of the lack of labeling or location of emergency mechanical door releases and the federal safety rules that govern them.
Essentially, the NHTSA wants to create and enforce rules that would require automakers to make emergency door latch releases more clearly labeled in a car. Despite a Tesla having manual door releases on all four passenger doors, many people do not know they exist or how they work.
Tesla addresses door handle complaints with simple engineering fix
In recent times, Tesla has faced some criticism involving its door handles, specifically because some occupants have reported that they are unable to exit their vehicles after losing power. The door handles on a Tesla are electronically operated, but in the event that the 12V battery dies, there is a manual release that can be used.
The NHTSA only identified a single complaint involving the mechanical door releases: a 2022 Model 3 owner said the release was concealed and unlabeled after the vehicle lost power after a front-end collision. It has also already started to create a separate rulemaking process to make emergency door-egress systems more obvious.
It should be noted that all Teslas have mechanical emergency door releases, but they are placed in various locations as the vehicles have aged and been redesigned from year to year. Refer to the safety manual for your vehicle if you have any confusion about where the emergency releases are and how they work.
News
SpaceX Starship Flight 13 faces wrath of the Texas skies
SpaceX pushed Starship Flight 13 to Friday, blaming weather instead of the previous engine issues.
SpaceX called off Thursday’s launch attempt of Starship Flight 13, pushing the mission to Friday because of weather tied to Tropical Storm Bertha. The company confirmed the delay on X, noting “Now targeting Friday, July 24 for Starship’s thirteenth flight test, due to weather. A key objective for the flight test is to get clear imagery from the ground of Starship’s heatshield as it flies at a higher dynamic pressure during ascent, which won’t be possible with today’s weather conditions.”
This is the second delay for Flight 13 in two weeks. SpaceX first tried to launch the mission on July 16, but the countdown ended in an automated abort at T-0 when four of Super Heavy Booster 20’s 33 Raptor engines failed to ignite. Musk said at the time that two Raptors would need to be removed and replaced, as Teslarati reported. The company spent the following week destacking Ship 40 and Booster 20, swapping engines, and running leak checks before restacking the vehicle on Pad 2 Wednesday night, according to Spaceflight Now’s live coverage.
Unlike the engine problem, Thursday’s delay has nothing to do with the hardware. SpaceX wants clean footage of Starship’s heat shield captured from the ground as the vehicle flies through max dynamic pressure, something the storm’s cloud cover over South Texas would not allow. The company said visibility should improve for Friday’s attempt, with the same 90 minute window opening at 5:45 p.m. CT.
Flight 13 will be the second outing for the V3 versions of Starship and Super Heavy, following their debut on Flight 12 in May. The mission carries 20 production Starlink V3 satellites, the first time SpaceX has flown operational satellites rather than mass simulators on Starship. Six of those satellites are fitted with cameras to inspect the heat shield from a different angle during ascent, giving engineers a second data source beyond the ground imagery the weather is currently blocking.
Booster 20 will attempt a boostback burn and a splashdown landing burn in the Gulf of America, while Ship 40 follows a suborbital trajectory toward a landing in the Indian Ocean. The flight plan largely mirrors Flight 12, though the booster will run a more aggressive ascent burn after max Q this time, and the ship’s heat shield includes load sensing tiles meant to measure stress at the higher dynamic pressure SpaceX is targeting.
If Friday’s attempt succeeds, Flight 13 could be the last suborbital test in the program. SpaceX is already looking to push for an orbital flight on Flight 14.