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Tesla investors advised to ditch Kimbal Musk, James Murdoch by ISS in Shareholder vote

Credit: Tesla Pittsburgh

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Tesla investors (NASDAQ: TSLA) are advised not to re-elect Kimbal Musk or James Murdoch in the coming Annual Shareholder Meeting by proxy advisor Institutional Shareholder Services (ISS). Because Musk and Murdoch received large compensation packages from Tesla’s board, ISS believes the two non-executive board members do not present any advantages to the automaker’s general Governance.

Musk, being the brother of CEO Elon Musk, has overwhelming support from most investors due to his family ties. Kimbal has spent much of his career in the restaurant business, acting on the board of Chipotle Mexican Grille from 2013 to 2019. He is also the founder of an indoor food growing operation called Square Roots. Murdoch is the son of media tycoon Rupert Murdoch and once held the position of CEO of 21st Century Fox. Musk and Murdoch have been on Tesla’s board since 2004 and 2017, respectively.

A 14A filing with the SEC from late August showed that Kimbal Musk and Murdoch were nominated for re-election as Class II directors. “A discussion of the qualifications, attributes, and skills of each nominee that led the Board and the Nominating and Corporate Governance Committee to the conclusion that he should continue to serve as a director follows each of the director and nominee biographies,” the filing said.

Despite their years of service to the Tesla board, ISS believes the two current board members are entitled to excessive payouts from company performance-based incentive plans. “Votes AGAINST directors James Murdoch and Kimbal Musk are warranted due to concerns regarding excessive compensation to named executive officers and to non-executive directors,” ISS said in a note to investors, according to Reuters.

Tesla to hold 2021 Shareholders Meeting on Oct. 7: Here’s what will be discussed

ISS says that Kimbal’s payout package is supplemented by the fact that he also does not serve on any board committees. Meanwhile, Murdoch service on Audit and Governance Committees. According to the ISS note, the Audit Committee pledged a large sum of company stock to directors, which raised questions regarding its risk oversight. The Governance Committee failed to react appropriately to last year’s Shareholder proposal, which was supported by the majority of voters.

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The Tesla Board will change at the upcoming Shareholder’s meeting. It will shrink from nine members to eight following the departure of director Antonio Gracias, who agreed in part with the Nominating and Corporate Governance Committee to leave the company, according to the 14A filing with the SEC.

Ultimately, Tesla shareholders will have the final say in what happens with Kimbal Musk and Murdoch. Tesla will hold its 2021 Annual Shareholder meeting on October 7th, 2021, and all stockholders will be able to vote. Last year’s meeting saw Elon Musk remain CEO due to a 98.8% vote that approved his position. For the first time, the Shareholder Meeting will be held at Gigafactory Texas in a virtual fashion.

Disclosure: Joey Klender is a TSLA Shareholder.

Don’t hesitate to contact us with tips! Email us at tips@teslarati.com, or you can email me directly at joey@teslarati.com.

Joey has been a journalist covering electric mobility at TESLARATI since August 2019. In his spare time, Joey is playing golf, watching MMA, or cheering on any of his favorite sports teams, including the Baltimore Ravens and Orioles, Miami Heat, Washington Capitals, and Penn State Nittany Lions. You can get in touch with joey at joey@teslarati.com. He is also on X @KlenderJoey. If you're looking for great Tesla accessories, check out shop.teslarati.com

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Investor's Corner

Tesla reports Q3 Earnings today: here’s what to expect

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Credit: TechOperator | X

Tesla (NASDAQ: TSLA) reports its earnings for Q3 today. Here’s what to expect, as the company will reveal its balance sheet after the market closes on Wednesday.

Tesla already reported deliveries just after Q3 ended, and it demolished Wall Street consensus estimates of roughly 462,000 vehicles. Tesla delivered 486,532 cars in the third quarter, which was a big beat, but was down 2.1 percent from the same quarter last year. Energy storage deployments were 13.7 GWh, up year-over-year.

Tesla showrooms picked clean ahead of Q3 end as demand looks strong

For the quarter, analysts have already compiled their predictions for what Tesla will report this afternoon:

  • Total Revenues: $28.34B
  • Non-GAAP EPS: $0.43
  • Operating Margin: 2.5%
  • Operating Income: $721M
  • Free Cash Flow: ~-$4.51B

Here are a few things we are looking forward to hearing about on the call:

Automotive Gross Margin and Overall Profitability

This was 16.3 percent in Q2, down from 19.2 percent in Q1, and was impacted by warranty charges and some fading regulatory credits. Consensus implies overall gross margin near 18 percent, but a miss here would potentially reinforce concerns about pricing pressure on its vehicles.

Pay attention to energy storage margins as well, especially since Tesla missed GWh expectations, although it was still a strong quarter.

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Robotaxi/Cybercab, Unsupervised FSD, and Optimus Progress

The Say questions from retail investors usually focus on these types of projects, and this quarter is no different. Scaling the Cybercab fleet beyond Austin amid the open NHTSA safety review, timeline for Unsupervised FSD in customer cars, Robotaxi unit economics, and Optimus cost per unit plus when it could start generating revenue, are all things to be looking for.

Any concrete timelines or regulatory path details will likely move the stock more than the near-term numbers. SpaceX merger speculation, which was detailed during SpaceX’s earnings call last night, may also surface, although the key details were shared last night.

Elon Musk just confirmed the Tesla and SpaceX merger step everyone was waiting for

Say Investor Questions

  1. How does the Cybercab fleet scale past Austin, and what’s the regulatory path outside Texas given NHTSA’s open safety review?
  2. When can we anticipate FSD unsupervised in customer cars?
  3. When will the CyberCab be available for customer purchase/ownership?
  4. What’s the unit economics per paid robotaxi mile, and how does it compare to the thirty-cent target?
  5. Tesla has acknowledged that HW3 vehicles cannot support unsupervised FSD. When will owners know whether they can upgrade their hardware for free, and when will Tesla provide a clear plan?

The full Earnings Call will be streamed this evening after market close around 5 p.m. this evening.

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Investor's Corner

SpaceX stock gets a slew of price target boosts after bullish earnings call

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Wall Street analysts rapidly raised price targets on SpaceX (NASDAQ: SPCX) after the company reported a bullish third quarter for 2026 following the market close on October 20. Shares were sent sharply higher in after-hours and premarket trading.

SpaceX posted revenue of $14.6 billion, a 161 percent year-over-year increase that comfortably topped consensus estimates, which fell near $12.7 billion. The company also posted a net profit of $4.4 billion from a prior-year loss, with adjusted EBITDA reaching $8.8 billion.

Its Super Intelligence (AI) division generated roughly $7.6 billion and became the largest revenue contributor, growing nearly 830 percent year-over-year, while the Connectivity segment delivered $5.2 billion on strong subscriber additions that lifted the consumer base to 13.6 million for Starlink.

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The Earnings Call proved especially catalytic, as CEO Elon Musk and CFO Bret Johnsen outlined Q1 2027 revenue guidance of $33 billion to $37 billion, which was far above the roughly $22 billion analysts had modeled, alongside fourth-quarter capital-expenditure plans of $35 billion to $40 billion focused on AI compute infrastructure at sites including Memphis and Southaven.

SpaceX delivers blockbuster Q3 results as Super Intelligence segment booms

Management targets 2.5 to 3 gigawatts of nameplate compute capacity by year-end and discussed pathways to 13 gigawatts or more by the end of 2027. Musk described relentless demand from hyperscalers and other customers, with compute pricing supporting payback periods of less than a year and potentially as short as six months.

Additional highlights included Starship’s recent orbital success and V3 satellite deployment, Starlink pricing and enterprise momentum, rapid Grok Bot adoption, spectrum expansion plans, and the formation of special committees to explore a possible combination with Tesla.

These elements prompted a wave of price-target increases:

  • JPMorgan more than doubled its target to $500 from $240 while maintaining an Overweight rating.
  • Cantor Fitzgerald lifted its target to $345 from $246 (Overweight).
  • Barclays raised its target to $300 from $254 (Overweight).
  • Citi increased its target to $240 from $200 (Buy),
  • UBS moved to $230 from $210 (Buy), and
  • TD Cowen raised its target to $224 from $200 (Buy).
  • Morgan Stanley held an Overweight rating with a $300 target.
  • Other firms also adjusted higher, including Wells Fargo (to $274 from $214) and Clear Street (to $248 from $217). Analysts broadly cited the strong quarterly print, accelerating AI compute expansion, Starlink progress, and Starship milestones as drivers of higher long-term growth and earnings power.

Shares, which closed at $147.79 on October 20, jumped roughly 8 percent in early premarket trading on October 21 as investors digested the results and the newly elevated Street targets.

The average analyst price target has moved higher, which reflects greater conviction in SpaceX’s trajectory across launch, connectivity, and the Super Intelligence business, even as elevated spending remains a point of focus.

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Elon Musk

Elon Musk just confirmed the Tesla and SpaceX merger step everyone was waiting for

Tesla and SpaceX formed special committees to weigh a merger, and Elon Musk supports it.

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Elon Musk confirmed Tuesday that Tesla and SpaceX have each formed special committees of independent directors to study a possible merger, the first formal step toward combining the two companies after months of speculation.

Musk made the disclosure during SpaceX’s third quarter earnings call. “Both SpaceX and Tesla have formed special committees to discuss this idea at the request of shareholders,” he said. “Because I’m a conflicted party, I can’t actually be in the discussions of the special committees.” He described the setup as “an odd kabuki dance where two groups of people are talking and I can’t be in the conversation.”

Musk did not hide where he stands. “Do I think it would be a good idea? Yes,” he said, pointing to shared work on super intelligence software, chip design, the Terafab facility in Austin, robotics, mass to orbit and connectivity. “I do think there’s a lot of merit to combining the companies as we are pretty much in the super intelligence singularity.”

He also tried to cool expectations. The committees have not agreed on terms for any transaction, and Musk said assuming a merger is a certainty “would be overstating it.” Any deal would go to shareholders, and on the Tesla side it would need approval from 50 percent of all outstanding shares, not just the shares that are voted. Musk called that “quite a high hurdle.”

That bar has tripped Tesla up before. The company’s 2025 attempt to declassify its board won support from only 39.4 percent of outstanding shares and failed. Musk’s own voting stake sits near 20 percent after he exercised his 2018 options in June, so a deal would need broad backing from institutions and a retail base that often leaves votes uncast.

Timing is another open question. Tesla filed its proxy statement Monday for its December 3 annual meeting, and the ballot has only three items: director elections for Musk, Robyn Denholm and JB Straubel, a say on pay vote and auditor ratification. Barclays analyst Dan Levy had argued that an announcement would need to land by late October or early November to make the annual meeting, as Teslarati noted in its SpaceX earnings preview. With no terms agreed, any vote would likely require its own special meeting.

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Elon Musk gives his most telling Tesla-SpaceX merger conversation yet

Musk has been edging toward this for weeks. At the All-In Summit in September, he asked “who can imagine what action one might take when there’s so much close collaboration,” Teslarati reported. Last week’s Roadster unveil, built around SpaceX derived cold gas thrusters, pushed the talk further. The two companies already share the Terafab chip project, and Tesla holds a small SpaceX stake that came from its earlier investment in xAI.

SpaceX brought strong numbers to the conversation. It reported Q3 revenue of $14.58 billion, up 161 percent year over year, with its Super Intelligence segment now its largest at $7.56 billion. A higher SpaceX valuation would shape any exchange ratio Tesla holders are offered.

Tesla reports its own third quarter results after the close on Wednesday, October 21. Investors had already ranked merger timing among the top retail questions for SpaceX’s call, and the committees will almost certainly come up again on Tesla’s.

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