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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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In a groundbreaking new report from Reuters, SpaceX is reportedly discussing merger possibilities with xAI ahead of the space exploration company’s plans to IPO later this year, in what would be a blockbuster move.
The outlet said it would combine rockets and Starlink satellites, as well as the X social media platform and AI project Grok under one roof. The report cites “a person briefed on the matter and two recent company filings seen by Reuters.”
Musk, nor SpaceX or xAI, have commented on the report, so, as of now, it is unconfirmed.
With that being said, the proposed merger would bring shares of xAI in exchange for shares of SpaceX. Both companies were registered in Nevada to expedite the transaction, according to the report.
On January 21, both entities were registered in Nevada. The report continues:
“One of them, a limited liability company, lists SpaceX and Bret Johnsen, the company’s chief financial officer, as managing members, while the other lists Johnsen as the company’s only officer, the filings show.”
The source also stated that some xAI executives could be given the option to receive cash in lieu of SpaceX stock. No agreement has been reached, nothing has been signed, and the timing and structure, as well as other important details, have not been finalized.
SpaceX is valued at $800 billion and is the most valuable privately held company, while xAI is valued at $230 billion as of November. SpaceX could be going public later this year, as Musk has said as recently as December that the company would offer its stock publicly.
The plans could help move along plans for large-scale data centers in space, something Musk has discussed on several occasions over the past few months.
At the World Economic Forum last week, Musk said:
“It’s a no-brainer for building solar-powered AI data centers in space, because as I mentioned, it’s also very cold in space. The net effect is that the lowest cost place to put AI will be space and that will be true within two to three years, three at the latest.”
He also said on X that “the most important thing in the next 3-4 years is data centers in space.”
If the report is true and the two companies end up coming together, it would not be the first time Musk’s companies have ended up coming together. He used Tesla stock to purchase SolarCity back in 2016. Last year, X became part of xAI in a share swap.
Tesla has announced it has hit a major milestone with Full Self-Driving subscriptions, shortly after it said it would exclusively offer the suite without the option to purchase it outright.
Tesla announced on Wednesday during its Q4 Earnings Call for 2025 that it had officially eclipsed the one million subscription mark for its Full Self-Driving suite. This represented a 38 percent increase year-over-year.
This is up from the roughly 800,000 active subscriptions it reported last year. The company has seen significant increases in FSD adoption over the past few years, as in 2021, it reported just 400,000. In 2022, it was up to 500,000 and, one year later, it had eclipsed 600,000.
NEWS: For the first time, Tesla has revealed how many people are subscribed or have purchased FSD (Supervised).
Active FSD Subscriptions:
• 2025: 1.1 million
• 2024: 800K
• 2023: 600K
• 2022: 500K
• 2021: 400K pic.twitter.com/KVtnyANWcs— Sawyer Merritt (@SawyerMerritt) January 28, 2026
In mid-January, CEO Elon Musk announced that the company would transition away from giving the option to purchase the Full Self-Driving suite outright, opting for the subscription program exclusively.
Musk said on X:
“Tesla will stop selling FSD after Feb 14. FSD will only be available as a monthly subscription thereafter.”
The move intends to streamline the Full Self-Driving purchase option, and gives Tesla more control over its revenue, and closes off the ability to buy it outright for a bargain when Musk has said its value could be close to $100,000 when it reaches full autonomy.
It also caters to Musk’s newest compensation package. One tranche requires Tesla to achieve 10 million active FSD subscriptions, and now that it has reached one million, it is already seeing some growth.
The strategy that Tesla will use to achieve this lofty goal is still under wraps. The most ideal solution would be to offer a less expensive version of the suite, which is not likely considering the company is increasing its capabilities, and it is becoming more robust.
Tesla is shifting FSD to a subscription-only model, confirms Elon Musk
Currently, Tesla’s FSD subscription price is $99 per month, but Musk said this price will increase, which seems counterintuitive to its goal of increasing the take rate. With that being said, it will be interesting to see what Tesla does to navigate growth while offering a robust FSD suite.
News
Tesla confirms Robotaxi expansion plans with new cities and aggressive timeline
Tesla plans to launch in Dallas, Houston, Phoenix, Miami, Orlando, Tampa, and Las Vegas. It lists the Bay Area as “Safety Driver,” and Austin as “Ramping Unsupervised.”
Tesla confirmed its intentions to expand the Robotaxi program in the United States with an aggressive timeline that aims to send the ride-hailing service to several large cities very soon.
The Robotaxi program is currently active in Austin, Texas, and the California Bay Area, but Tesla has received some approvals for testing in other areas of the U.S., although it has not launched in those areas quite yet.
However, the time is coming.
During Tesla’s Q4 Earnings Call last night, the company confirmed that it plans to expand the Robotaxi program aggressively, hoping to launch in seven new cities in the first half of the year.
Tesla plans to launch in Dallas, Houston, Phoenix, Miami, Orlando, Tampa, and Las Vegas. It lists the Bay Area as “Safety Driver,” and Austin as “Ramping Unsupervised.”
These details were released in the Earnings Shareholder Deck, which is published shortly before the Earnings Call:
🚨 BREAKING: Tesla plans to launch its Robotaxi service in Dallas, Houston, Phoenix, Miami, Orlando, Tampa, and Las Vegas in the first half of this year pic.twitter.com/aTnruz818v
— TESLARATI (@Teslarati) January 28, 2026
Late last year, Tesla revealed it had planned to launch Robotaxi in Las Vegas, Phoenix, Dallas, and Houston, but Tampa and Orlando were just added to the plans, signaling an even more aggressive expansion than originally planned.
Tesla feels extremely confident in its Robotaxi program, and that has been reiterated many times.
Although skeptics still remain hesitant to believe the prowess Tesla has seemingly proven in its development of an autonomous driving suite, the company has been operating a successful program in Austin and the Bay Area for months.
In fact, it announced it achieved nearly 700,000 paid Robotaxi miles since launching Robotaxi last June.
🚨 Tesla has achieved nearly 700,000 paid Robotaxi miles since launching in June of last year pic.twitter.com/E8ldSW36La
— TESLARATI (@Teslarati) January 28, 2026
With the expansion, Tesla will be able to penetrate more of the ride-sharing market, disrupting the human-operated platforms like Uber and Lyft, which are usually more expensive and are dependent on availability.
Tesla launched driverless rides in Austin last week, but they’ve been few and far between, as the company is certainly easing into the program with a very cautiously optimistic attitude, aiming to prioritize safety.
SpaceX reportedly discussing merger with xAI ahead of blockbuster IPO
Tesla hits major milestone with Full Self-Driving subscriptions
