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Tesla investor’s legal team urges DE court to respect Musk pay ratification vote
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.
2/ pic.twitter.com/yR15N66cbM— Ale?andra Merz ?? (@TeslaBoomerMama) July 30, 2024
“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.
4/ pic.twitter.com/xc0k1Zsq9A— Ale?andra Merz ?? (@TeslaBoomerMama) July 30, 2024
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.
??— Elon Musk (@elonmusk) July 30, 2024
“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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Investor's Corner
SpaceX stock gets a slew of price target boosts after bullish earnings call
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.
More price target movement:
🚀 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)
🚀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.— TESLARATI (@Teslarati) October 21, 2026
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.
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.
Elon Musk
SpaceX showcases exactly how it plans to catch Starship next month
SpaceX played a new Starship Flight 15 simulation showing the ship caught by tower chopsticks.
SpaceX gave its clearest look yet at how it plans to catch a Starship upper stage, playing a roughly 80 second animation of the maneuver during its third quarter earnings webcast on Tuesday. The clip ran under an “Up Next: Ship Catch” banner moments after Elon Musk confirmed that Flight 15, expected next month, will try to catch both the Super Heavy booster and the ship with the launch tower.
The animation opens at ground level, looking up through the launch mount at a tower with its chopstick arms spread wide. It then cuts to the ship gliding back through the atmosphere in its horizontal belly flop position, with its forward and aft flaps steering the descent. A wide shot from the Starbase shoreline follows, where the ship is a small dot in the sky before it swings vertical and drops toward the launch towers. The final shots show the ship sliding down past the top of the tower, a close view of the hardware along its side meeting the arms, and the vehicle hanging in the chopsticks.
SpaceX has released a new Starship tower catch animation for the upcoming Flight 15! https://t.co/kStn01Da8u — Truthful🛰️ (@Truthful_ast) October 20, 2026
Musk called the catch the step that closes Starship’s reuse loop. “If we succeed, it will be the first time that an orbital launch vehicle has been fully recovered,” he said. He put the odds of success on the first attempt at “more likely than not,” and said SpaceX has “a steady stream of Starship flight attempts through the end of this year” if Flight 15 falls short.
The sequence mirrors work SpaceX has already done with real hardware. In September, Ship 42, the vehicle assigned to Flight 15, was lifted by the Pad 2 chopsticks into a simulated catch position, where crews cycled the arms and connected the ship quick disconnect arm while it hung from the tower. NASASpaceflight has since reported that SpaceX removed Ship 42’s engines before its static fire and sent it back for another cryogenic test.
Gwynne Shotwell covered the regulatory side on the same call. After what she called “significant constructive engagement with the FAA,” SpaceX expects the Flight 15 license “to include return to launch site and tower catch for both stages.” Bringing the ship home means reentering toward land instead of the open ocean, which Musk said in February would only happen once the chance of the ship breaking up over land was very low, after two perfect soft landings at sea.
SpaceX has caught Super Heavy with the tower three times, on Flights 5, 7 and 8, but the ship returns from orbit at far higher speed and has never been caught. Flight 14 on September 28 was the first Starship to reach orbit, and it deployed 26 Starlink V3 satellites before splashing down, a mission SpaceX counted as its first revenue flight in the Q3 results it reported Tuesday.
The timing lines up with what Musk told the crowd at Giga Texas earlier this month, when he said Flight 15 would probably launch a little before Thanksgiving and that Flight 16 could refly both stages. On Tuesday’s call he went further, saying Starship should fly weekly at some point in the first half of 2027 and twice weekly or more by the end of next year as SpaceX works toward landing a rocket and launching it again with no refurbishment.
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.
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.
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.