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Tesla investor’s legal team urges DE court to respect Musk pay ratification vote

Credit: Andrea Conway/X

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Tesla shareholders ratified Elon Musk’s 2018 CEO Performance Award at the 2024 Cyber Roundup, but the fight about the matter in Delaware Court is not over just yet. This was highlighted in a joinder filed by the legal team of a TSLA investor who decided to challenge the astronomical fee request of the lawyers of shareholder Richard Tornetta, who filed a legal complaint about Musk’s 2018 pay package at a time when he held just nine shares of the EV maker. 

Tornetta’s legal team has argued that they deserve to be paid over 29 million shares of TSLA for their services in the case, which translated to over $5 billion at the time or over $200,000 per hour. Tesla shareholder Amy Steffens, a longtime investor of Tesla with over 19,000 shares, secured her own legal team to challenge the fee request of Tornetta’s lawyers. Following the decision of Tesla investors to ratify Musk’s pay package at the 2024 Cyber Roundup, Tornetta’s legal team argued that the ratification of the CEO’s pay package was invalid since investors were still “coerced” and “uninformed.” The lawyers also described the events that transpired leading up to the ratification of Musk’s pay package as a “clown show.” 

Steffens’ legal team has now submitted a joinder for the case, which will hopefully be heard later this week when the court is expected to hold a hearing for the motion to reconsider the Delaware Judge’s preliminary ruling in the case. The joinder, parts of which were shared on X by Tesla investor Alexandra Merz, argued that the ratification of Musk’s pay package by TSLA shareholders showed that Tornetta’s complaint against the CEO Performance Award “provided no tangible economic benefit to Tesla or its stockholders.” Steffens’ legal team also highlighted that contrary to the claims of Tornetta’s lawyers, the shareholder vote on Musk’s pay plan is likely among the most informed stockholder votes in Delaware history. 

“The Ratification Vote was fully informed indeed, it is likely among the most informed votes in Delaware corporate history. The extensive proxy filings included this Court’s rescission opinion, so Tesla’s stockholders were well aware of the issues identified by this Court prior to their ratification vote. The ratification issue was robustly debated online, on television, and in newspapers. Opponents— including Mr. Tornetta’s experts in this litigation made their voices heard.’ When the votes came in, Mr. Tornetta lost decisively: 72% of disinterested voting shares favored ratification,” the lawyers wrote. 

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Steffens’ legal team also addressed the “clown show” comment from Tornetta’s attorneys. “Mr. Tornetta’s counsel disparages this exercise of stockholder democracy as a ‘clown show.’ It is anything but. Ms. Steffens and Tesla’s other stockholders had all the relevant facts before them, including this Court’s decision, and determined that the 2018 Grant benefited them more than rescission. When stockholders freely petition their elected board for a vote, and then overwhelmingly affirm a board’s decision by voting to uphold it, further litigation by a derivative plaintiff attacking that democratically determined result is neither necessary nor appropriate,” Steffens’ legal team noted.

The longtime Tesla investors’ legal team urged the court to respect TSLA stockholders’ democracy as well. “Even beyond Due Process concerns, respect for stockholder democracy commends limiting Plaintiff’s continuing role in light of the Ratification Vote. Here, the question goes beyond Mr. Tornetta’s adequacy to the source of his authority. When Mr. Tornetta steps into the shoes of Tesla as a derivative plaintiff, he does so without democratic legitimacy. Tesla’s stockholders can vote out their directors, but they lack any democratic means to revoke Mr. Tornetta’s authority as a plaintiff. 

“Ms. Steffens respectfully suggests that in this specific context-where a supermajority of fully-informed, uncoerced stockholders unambiguously repudiates the relief obtained by a derivative plaintiff-the Court should treat this as a vote of no confidence and withdraw Mr. Tornetta’s authority to act on behalf of the Company. At the very least, where a plaintiff has shown himself willing to pay his counsel hundreds of thousands of dollars per hour to engage in legal work that conflicts directly with the wishes of the vast majority of stockholders, those stockholders should have some means (through the ballot box or the courtroom) to eliminate that plaintiff’s authority to continue to engage in such damaging conduct while purporting to act on their behalf,” the longtime TSLA shareholder’s legal team wrote. 

Tesla CEO Elon Musk seems to have appreciated the efforts of the TSLA stockholder’s legal team. Responding to a post about the matter on social media platform X, Musk responded to the shareholder’s efforts with a couple of “lit” emojis. 

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Simon is an experienced automotive reporter with a passion for electric cars and clean energy. Fascinated by the world envisioned by Elon Musk, he hopes to make it to Mars (at least as a tourist) someday. For stories or tips--or even to just say a simple hello--send a message to his email, simon@teslarati.com or his handle on X, @ResidentSponge.

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SpaceX weighs Nasdaq listing as company explores early index entry: report

The company is reportedly seeking early inclusion in the Nasdaq-100 index.

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Credit: SpaceX/X

Elon Musk’s SpaceX is reportedly leaning toward listing its shares on the Nasdaq for a potential initial public offering (IPO) that could become the largest in history. 

As per a recent report, the company is reportedly seeking early inclusion in the Nasdaq-100 index. The update was reported by Reuters, citing people familiar with the matter.

According to the publication, SpaceX is considering Nasdaq as the venue for its eventual IPO, though the New York Stock Exchange is also competing for the listing. Neither exchange has reportedly been informed of a final decision.

Reuters has previously reported that SpaceX could pursue an IPO as early as June, though the company’s plans could still change.

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One of the publication’s sources also suggested that SpaceX is targeting a valuation of about $1.75 trillion for its IPO. At that level, the company would rank among the largest publicly traded firms in the United States by market capitalization.

Nasdaq has proposed a rule change that could accelerate the inclusion of newly listed megacap companies into the Nasdaq-100 index.

Under the proposed “Fast Entry” rule, a newly listed company could qualify for the index in less than a month if its market capitalization ranks among the top 40 companies already included in the Nasdaq-100.

If SpaceX is successful in achieving its target valuation of $1.75 trillion, it would become the sixth-largest company by market value in the United States, at least based on recent share prices. 

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Newly listed companies typically have to wait up to a year before becoming eligible for major indexes such as the Nasdaq-100 or S&P 500.

Inclusion in a major index can significantly broaden a company’s shareholder base because many institutional investors purchase shares through index-tracking funds.

According to Reuters, Nasdaq’s proposed fast-track rule is partly intended to attract highly valued private companies such as SpaceX, OpenAI, and Anthropic to list on the exchange.

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The Boring Company’s Prufrock-2 emerges after completing new Vegas Loop tunnel

The new tunnel measures 2.28 miles, making it the company’s longest single Vegas Loop tunnel to date.

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Credit: The Boring Company/X

The Boring Company announced that its Prufrock-2 tunnel boring machine (TBM) has completed another Vegas Loop tunnel in Las Vegas. The company shared the update in a post on social media platform X.

According to The Boring Company’s post, the new tunnel measures 2.28 miles, making it the company’s longest single Vegas Loop tunnel to date.

The new tunnel marks the fourth tunnel constructed near Westgate Las Vegas as the Vegas Loop network continues expanding across the city.

The Boring Company also noted that the new tunnel surpassed its previous internal record of 2.26 miles for a single Vegas Loop segment.

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Construction of the tunnel involved moving roughly 68,000 cubic yards of dirt. The excavation process also used about 4.8 miles of continuous conveyor belt, powered by six motors totaling 825 horsepower.

The Boring Company’s Prufrock-series all-electric tunnel boring machines are designed to support the rapid expansion of company’s underground transportation projects, including the growing Vegas Loop network. Prufrock machines are designed for reusability, thanks in no small part to their capability to be deployed and retrieved easily through their “porposing” feature.

The Vegas Loop, specifically the Las Vegas Convention Center (LVCC) Loop segment, has already been used during major events. Most recently, the LVCC Loop supported the 2026 CONEXPO-CON/AGG construction trade show, which was held from March 3-7, 2026. 

As per The Boring Company, the LVCC Loop transported roughly 82,000 passengers across the convention center campus during the event’s duration. 

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CONEXPO-CON/AGG is one of the largest construction trade shows in North America, drawing more than 140,000 construction professionals from 128 countries this year.

The LVCC Loop forms the initial segment of the broader Vegas Loop network, which remains under active development as The Boring Company continues building new tunnels throughout the city.

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Tesla gathers Cybercab fleet in Gigafactory Texas

Images and video of the Cybercab fleet were shared by longtime Giga Texas observer Joe Tegtmeyer in posts on social media platform X.

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Credit: Credit: @JoeTegtmeyer/X

Tesla appears to be assembling a growing number of Cybercabs at Gigafactory Texas as preparations continue for the vehicle’s mass production. Recent footage shared online has shown over 30 Cybercabs being transported by trucks or staged near testing areas at the facility.

The images and video were shared by longtime Giga Texas observer and drone operator Joe Tegtmeyer in posts on social media platform X.

Interestingly enough, Tegtmeyer noted that many of the Cybercabs being loaded onto transport trucks were still equipped with steering wheels. This suggests that the vehicles are likely testing units rather than the final driverless configuration expected for the company’s Robotaxi service.

The vehicles could potentially be headed to testing sites across the United States as Tesla prepares to expand its Robotaxi fleet.

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Additional footage captured at Gigafactory Texas also showed the Cybercab’s side and rear camera washer system operating as vehicles were being loaded onto transport trucks.

The growing number of Cybercabs at Giga Texas comes amidst the company’s announcement that the first production Cybercab has been produced at the facility. Full Cybercab production is expected to begin in April.

The vehicle is expected to play a central role in Tesla’s Robotaxi ambitions as the company looks to expand autonomous ride-hailing operations beyond its early deployments using Model Y vehicles.

Tesla has also linked Cybercab production to its proposed Unboxed manufacturing process, which assembles large vehicle modules separately before integrating them. The approach is intended to reduce production costs and accelerate output.

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Musk has also noted that the Cybercab’s ramp will likely begin slowly due to the number of new components and manufacturing steps involved. However, he stated that once the process matures, Cybercab production could scale quickly.

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