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Tesla files Board of Directors rule change with the SEC
Tesla has filed a Form 8-K with the SEC, introducing a new rule on how Directors can be nominated to the Board.
Besides Elon Musk, perhaps no other part of the Tesla corporate structure has faced more criticism over the past year than the Board of Directors. Most notably, as Tesla stock plunged during the second half of last year, the Board faced increasing pressure to act but instead allowed CEO Elon Musk to continue his plans. Now, following numerous applications to the Board, Tesla has introduced a new rule regarding how Directors can be nominated to the Board.
The new rule change, initially spotted by Sawyer Merrit on Twitter, is part of a larger 8-K filing with the SEC in the United States. In it, Tesla explains how Board members can now be nominated and what requirements they must meet.
NEWS: New 8-K filing from Tesla.
“On March 30, 2023, the Board of Directors of Tesla adopted amendments to Tesla’s Amended and Restated Bylaws; Specifically, Section 2.15 has been added to the Bylaws to provide a proxy access right permitting a stockholder, or a group of up to… pic.twitter.com/bTpqgGYTW9
— Sawyer Merritt (@SawyerMerritt) April 5, 2023
According to the 8-K filing, Tesla will now allow any shareholder or group of up to 20 investors, who own a minimum of 3% of Tesla’s outstanding shares and have done so for a minimum of 3 years, to nominate someone to the Board of Directors. These nominated Directors can constitute either 2 or 20% of the Board seats, whichever number is larger at the time of nomination.
It should be noted that this new Board member nomination process does not guarantee nominees a seat on the Board. Once nominated, after meeting the aforementioned criteria, the nominee then faces a vote of the shareholders, determining if they gain a seat. And while technically, there is no limit to the number of Board seats that Tesla could open; nominees would be constrained by the number of seats available under the 2-seat/20% rule.
This change to the Board comes not only when an increasing number of investors are looking to join but also during a time of significant political and public instability. Most recently, the Tesla Board was asked if Elon Musk’s controversial nature has put the brand at risk in eyes of consumers. Further, some government officials, again likely influenced by Elon Musk’s controversial nature, have even gone as far as questioning the Board’s ability or willingness to uphold its fiduciary responsibility.
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Tesla’s dedicated factory for building up to ten million Optimus units is officially under construction at Gigafactory Texas.
Drone footage released on May 27 by Giga Texas observer Joe Tegtmeyer captures the significant milestone of the first steel structure officially standing at Tesla’s new Optimus factory on the North Campus of the facility.
Phase two of land reclamation is advancing steadily, and the progress will let the new building extend nearly the full length of the main Giga Texas factory, potentially exceeding 4,000 feet, while measuring somewhere between 50 and 70 meters narrower. Extensive foundation work is proceeding as well.
Big news at the new Optimus 10m/y factory construction site today! The 1st steel structure has been erected & as expected the second phase of land reclamation is underway.
This will allow this new factory to grow to nearly the same length as the main Giga Texas factory,… pic.twitter.com/FidRLV6XpU
— Joe Tegtmeyer 🚀 🤠🛸😎 (@JoeTegtmeyer) May 27, 2026
This facility forms a central element of Tesla’s broader North Campus expansion at Giga Texas. The project will add more than 5.2 million square feet of new industrial space. It sits alongside other advanced developments, including a Terafab for next-gen AI chips. The scale reflects Tesla’s commitment to transforming humanoid robotics into a core pillar of the company’s future.
Musk has said that Optimus will be the biggest product in the world on several occasions. He believes it will be Tesla’s biggest valuation contributor.
Tesla prepares to expand Giga Texas with new Optimus production plant
Tesla plans to build about 10 million robots at the site annually once it is completed, which would be about 27,000 units each day.
The Optimus plant at Giga Texas is part of Tesla’s phased strategy for Optimus manufacturing. In an effort to start production of the robot well before the Giga Texas plant is complete, Tesla ended production of the Model S and Model X vehicles, which were built in Fremont, California, to make way for initial Optimus manufacturing efforts.
Production there will start in either July or August of this year, and early units will support internal factory tasks while the team gathers real-world data to refine processes. The Gigafactory Texas facility will house a second-gen production line. It targets high-volume output starting in Summer 2027.
Musk has repeatedly described Optimus as potentially more valuable than Tesla’s entire vehicle business. Current versions are already completing minor tasks around various facilities, while Tesla continues to refine its abilities and add new features.
Tesla’s total investment could reach several billion dollars. Significant challenges lie ahead, including the creation of an entirely new manufacturing ecosystem, the refinement of AI systems for dependable autonomy, and the development of reliable supply chains for actuators, sensors, and other components.
Nevertheless, the visible progress at Giga Texas highlights Tesla’s capacity to translate ambitious concepts into physical reality.
Tesla’s Optimus factory stands as much more than a simple expansion project, as it is quite literally the second phase of what could potentially be the biggest product ever. With construction beginning, 2027 is poised to become a transformative year for Tesla, as it evolves even further from an electric vehicle leader into a pioneer of intelligent, general-purpose machines.
Tesla Vice President of Vehicle Engineering, Lars Moravy, recently revealed the company has thought about introducing a Plaid powertrain on the Model 3, but there could be some challenges involved.
On the Ride the Lightning podcast, Moravy revealed that he thinks about a Plaid Model 3 “all the time,” and it certainly has a place in Tesla’s potential lineup of future vehicles.
Now that the Plaid powertrain is technically defunct due to the newfound absence of the Model S and Model X, Tesla could find a way to reintroduce the lightning-quick trim level to its mass-market vehicles.
But there are going to be some challenges with it. Moravy said that the Model 3 Plaid would likely adopt the carbon-sleeved motors that the Model S Plaid had. However, packaging would be a major challenge, as Moravy said on the podcast, it would be a “tight engineering squeeze.”
It’s important to note that there are no active production plans for the Model 3 Plaid at this point, but it’s also worth noting that with the Model S and Model X Plaid no longer available, Tesla would likely be willing to introduce something that is even more white-knuckle than the Model 3 Performance, which already boasts a 2.9-second 0-60 MPH acceleration rate and a top speed of 163 MPH.
Of course, there is the Roadster, but we don’t know when that will exactly make it to market, and we know that, for sure, it will not be accessible to many.
Tesla unveils juicy new detail on the Roadster and hints at new unveil timeline
Tesla has prided itself in building some of the best cars out there, but they’re also interested in building cars that are simply fun to be in.
A Plaid Model 3 could truly push the limits and could end up being one of the best cars Tesla will ever build, especially if it can shave off at least half of a second from its 0-60 MPH time and increase its top speed slightly.
More than anything, the real changes will be in the ride and aerodynamics. Tesla improving things like the suspension, handling, and downforce will be the true trademarks of its Plaid powertrain; putting it in the Model 3 could be a great move for the company and for customers interested in high-end performance.
Elon Musk
NASA’s first human outpost on the Moon starts now – SpaceX on deck
NASA named the rovers, landers, and vendors that will build America’s first Moon Base.
NASA has laid out its most detailed Moon Base plan to date, describing a permanent outpost near the Moon’s south pole that the agency intends to build over the coming decade as a direct stepping stone to Mars. “The Moon Base will be America’s and humanity’s first outpost on another celestial world,” NASA Administrator Jared Isaacman said, adding that every mission crewed and uncrewed “will be a learning opportunity as we return to the lunar surface, build the infrastructure to stay, and master the skills required to live and operate in one of the most demanding and dangerous environments imaginable.”
The plan is structured in three phases involving both uncrewed and crewed missions to deliver equipment, vehicles, and infrastructure to the surface, with the first three moon base missions targeted to launch before the end of 2026.
Moon Base I, targeting fall 2026, will use Blue Origin’s Blue Moon Mark 1 lander to deliver scientific instruments to the Shackleton Connecting Ridge, the same region where Artemis astronauts will land. Moon Base II will send Astrobotic’s Griffin lander carrying more than 1,100 pounds of cargo including Astrolab’s FLIP rover to begin developing mobility systems on the surface. Moon Base III will carry the Lunar Vertex science mission on Intuitive Machines’ Nova-C Trinity lander to study lunar swirls near the south pole, with ESA and Korean science payloads aboard.
On the rover side, NASA awarded Astrolab $219 million and Lunar Outpost $220 million to build the first phase of Lunar Terrain Vehicles, with both rovers targeted for deployment to the lunar surface by 2028. Astrolab’s crewed rover weighs roughly 2,000 pounds and can reach over 6 mph. Lunar Outpost’s Pegasus rover can operate autonomously or via remote control at over 9 mph. Blue Origin separately received $188 million with an option worth $280.4 million to deliver cargo landers for rover transport.
NASA also confirmed that MoonFall, a mission deploying four survey drones to scout Artemis landing sites, has selected Firefly Aerospace to build the transport spacecraft, with a 2028 launch target.
SpaceX sits at the center of that commercial layer. SpaceX holds the NASA Human Landing System contract for the Starship-derived lander that will put astronauts on the surface under Artemis IV, currently targeting 2028. Before that can happen, SpaceX must demonstrate in-orbit propellant transfer at scale, a process requiring multiple Starship tanker launches to fuel a single mission. Water ice at the lunar south pole is central to the base’s long-term viability, as it can be converted into drinking water, breathable oxygen, and rocket fuel, directly reducing dependence on Earth resupply. That resource loop becomes far more practical if Starship can land and be refueled on or near the Moon itself.
Elon Musk has publicly stated that Starship V3, which recently completed its first flight, should be capable enough for initial Mars missions. The Moon Base plan announced Tuesday is the infrastructure layer that connects everything between those two ambitions, and SpaceX is the only American company currently contracted to build the rocket that gets humans to either destination.
Tesla’s dedicated Optimus factory construction officially underway at Giga Texas
Tesla teases going Plaid Mode with the Model 3
