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Tesla board responds to ISS in four-page shareholder letter

Credit: Tesla

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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.

 

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“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.

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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.

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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.

Zach is a renewable energy reporter who has been covering electric vehicles since 2020. He grew up in Fremont, California, and he currently lives in Colorado. His work has appeared in the Chicago Tribune, KRON4 San Francisco, FOX31 Denver, InsideEVs, CleanTechnica, and many other publications. When he isn't covering Tesla or other EV companies, you can find him writing and performing music, drinking a good cup of coffee, or hanging out with his cats, Banks and Freddie. Reach out at zach@teslarati.com, find him on X at @zacharyvisconti, or send us tips at tips@teslarati.com.

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Investor's Corner

Lucid denies rumors of bankruptcy after over 40% stock drop

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Credit: Lucid

Electric vehicle maker Lucid Group has denied rumors of an imminent bankruptcy after a report from this morning sent the stock on a dramatic drop on Wall Street, seeing losses of more than 40 percent during trading hours.

Lucid’s Director of Communications, Nick Twork, responded to the report from Eletric-Vehicles.com, which stated the company’s restructuring advisor, AlixPartners, was asked to review two decisions: taking Lucid shares private or filing for Chapter 11 bankruptcy protection.

The report also claims AlixPartners told the Lucid board to “concentrate on Gravity production while improving its quality, and to temporarily hold back the Lucid Air, the sedan that has defined the company since its launch.”

Twork said:

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Shares rebounded after the response to the report, halving its losses as the trading day neared 3 p.m. Eastern.

Lucid has struggled to get its sales off the ground and into more respectable numbers, but the company is in its early years, when things are hard to begin with. It is also backed by several notable investors, including the Saudi Public Investment Fund (PIF), which has nearly limitless money and likely would not ditch an investment of this size so soon.

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Lucid shares were down just 14 percent at the time of publication, a far cry from the 55 percent its losses topped out at during the day.

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Tesla owner attempts resale of Model S Signature Edition for over $260k

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Credit: Tesla

A Tesla owner who purchased a Model S Signature Edition, one of the final 250 units of the all-electric flagship vehicle that the company discontinued earlier this year, is attempting to sell the car despite a no-resale clause that prohibits reselling for the first year.

The car is being sold by J&S Autohaus in Ewing, New Jersey, and is priced at $260,490, well above the $159,420 that Tesla sold it for earlier this year.

To those who do not know, the Model S Signature was a highly exclusive, limited-run farewell variant of the Model S Plaid that was produced this year to mark the end of production of both the Model S and Model X, Tesla’s two flagship vehicles.

Limited to just 250 units with invite-only sales, it serves as a collector’s item celebrating the legacy of the Model S, which helped pioneer Tesla’s electric vehicle success since its 2012 launch.

It bundles top-tier performance with bespoke cosmetic and luxury upgrades, plus Tesla’s Luxe Package. Here’s what the Model S Signature has over the typical Model S Plaid:

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  • Exclusive Exterior – Unique Garnet Red Paint, matching door handles, gold Tesla “T” badges upfront, gold Plaid and Signature badging at the rear.
  • Premium Interior – White Alcantara upholstery with gold piping/accents, gold Plaid seat badges, Signature-marked door sills, individually numbered dashboard plaque, gold puddle lights, special interior lighting sequence, and a custom Signature key fob.
  • Performance Upgrades – Carbon-ceramic brakes with gold calipers
  • Bundled Luxe Package – Full Self-Driving (Supervised), four years of Premium Connectivity, free lifetime Supercharging
  • Performance Metrics – ~1,020 horsepower, sub-2-second 0-60 MPH, ~390-mile range

Tesla quickly introduced a No Resale Agreement for the Signature Editions of the Model S and Model X, which would penalize the seller for “the amount of $50,000 or the value received as consideration for the sale or transfer, whichever is greater.”

The company continues:

“If you sell or otherwise transfer the ownership of your Model S or Model X, the remainder of the Recommended Maintenance, Wheel and Tire Protection Plan, and Windshield Protection Plan will transfer automatically to the buyer. The Full Self-Driving (Supervised), Free Supercharging and Premium Connectivity will not transfer with the vehicle and will terminate once the ownership of the Model S or Model X is transferred.”

Tesla will likely come after the seller, especially as it has been about two months since Tesla launched deliveries.

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Tesla Full Self-Driving v14.3.5 Early Impressions: new features and early performance

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Credit: TESLARATI

Tesla rolled out Full Self-Driving (Supervised) v14.3.5 yesterday, and about fifty miles of driving on the new version has given me enough time to highlight what seems to be strong about the release and what is not.

Additionally, Tesla has added a few new features with this specific update, which we’ll highlight as well.

Tesla Full Self-Driving v14.3.5 Performance

The new update is business as usual. Things seem to be running completely normal and necessary, but there are a few things that we’ve seemed to pick up on based on our own experience with v14.3.5, as well as what other users are seeing.

Initially, it seems to be more aware of its surroundings, making moves that are incredibly courteous to other drives and operating just a tad more reserved than what the suite might have done previously.

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We had two instances where it showed this, the first being FSD needing to pass a Flagger Force vehicle that was placing down signage for the day. Their work truck was right at the front corner of a right-hand turn; typically where most cars travel when they take that turn.

FSD v14.3.5 recognized this, slowed down, and took the turn wide with no issues:

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Additionally, v14.3.5 backed up for a semi truck that was making a wide turn onto a road my car was on. This is not new, but it seemed to be backing up for courtesy; it didn’t seem completely necessary, but it might have put some peace of mind in the truck driver’s head:

X user Mike P, also a Pennsylvania native like myself, shared three clips of his Tesla running v14.3.5 performing similar maneuvers. He said:

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“FSD turns right into a small alley that only fits one car at a time, sees oncoming car, reverses out of alley to make space, realizes oncoming car is actually parking, re-enters alley.”

Check it out here:

It seems like Speed Profiles are still in need of some tweaking; I am adjusting what Speed Profile I’m in frequently, constantly changing it to get it to travel at the correct speed. This was an issue for me on v14.3.4. It seems like they’re just a little inconsistent.

Terrible Parking

Parking attempts on v14.3.5 were not good. There are quite a few people who have said this:

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David Moss, the Tesla owner who has taken multiple coast-to-coast drives without any interventions, also has had some issues with parking early on with v14.3.5:

New Features

Tesla has added the ability to open Camera Preview at any time. Previously, it was only available in Park. Here’s what that feature looks like in action:

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Check back later this week for a longer review of what we’ve noticed on Full Self-Driving v14.3.5.

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