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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. 

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. 

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“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. 

Don’t hesitate to contact us with news tips. Just send a message to simon@teslarati.com to give us a heads up.

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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Tesla Cybercab Event: what to expect from Austin

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Credit: Tesla

Tesla is set to launch Cybercab on Thursday at an event in Austin, Texas, which will officially bring the company’s first steering wheel-less and pedal-less vehicle to a limited number of consumers for the first time.

The event, which is invite-only, is still thin on details: we’ll be there, and it seems the event will be held at Gigafactory Texas, but the launch of this vehicle truly relies on it being operational outside of the factory and on public roads.

Nevertheless, there are some big things to expect, and other things to temper expectations on. For what it’s worth, we believe this event could be perhaps the biggest indication that Tesla is ready to truly enter a new phase and chapter in its historic story.

Tesla Cybercab’s First Foray into the Public with Real-World Riders

Cybercab will likely hit the streets of Austin and the surrounding areas, likely in the established geofence that Tesla has expanded on for the past 14 months. Just yesterday, Tesla expanded it once again by 9 percent.

Tesla will put, for the first time, a vehicle without any manual controls on public roads, likely without any help from teleoperators. This is a truly groundbreaking development if it comes through in this fashion: it would be groundbreaking for Tesla to roll out a truly driverless ride-hailing vehicle.

Cybercab Has Already Been Unveiled

This is not an unveiling event. Cybercab has been released for nearly two years, as Tesla first showed it to the public on October 10, 2024.

FIRST LOOK: Tesla ‘Cybercab’ Robotaxi makes its global debut

While there is some small speculation that Tesla could release the Roadster at the event as a surprise, it seems more likely the focus will be on the Cybercab and the huge accomplishment that will come with releasing a vehicle with no manual controls.

There Will Be a Lot of Hype

What’s important to remember about the Cybercab event is that Tesla will continue to prioritize safety and the rollout will likely be slow, just as it has been with Robotaxi.

One of the biggest complaints about Robotaxi is vehicle population, and the fact that the wait for a ride, at least in some instances, has been longer than most want to admit.

Tesla Cybercab fleet grows in Austin ahead of launch event

It will take time for this project to truly scale. It will take time for Tesla to roll this out in a large fashion. The important thing to note is that they are doing it, and they’re doing it with a vehicle that is completely engineered and built internally. That’s something no other ride-hailing service can say.

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SpaceX would not exist if this crucial early launch failed, Musk says

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Credit: SpaceX

Elon Musk recently restated a fact that still defines SpaceX’s origin story: if Falcon 1’s fourth launch had failed, the company would not exist. The comment answered a reminder that after three consecutive losses, SpaceX had money for only one more attempt.

On X, Peter Diamandis said that the present-day acknowledgement of SpaceX’s success does not discount the rough start the company had. “Almost nobody remembers that Elon’s first rocket failed three times, and there was money for exactly only one more attempt.”

Musk said, “If the 4th launch had failed, SpaceX would not exist.”

In late 2008, the firm was nearly out of cash. Another failure would have ended payroll, closed the Hawthorne factory, and left the Falcon 9 and Dragon programs as unfinished drawings.

The first flight lifted off from Omelek Island on 24 March 2006. Thirty-three seconds later, a corroded aluminum fitting on a fuel line leaked. Kerosene ignited around the Merlin engine, control was lost, and the vehicle came apart. The small DARPA payload, FalconSAT-2, survived the short flight only to land on a storage shed near the pad. Investigators later traced the fitting to a materials mix-up that should never have reached the rocket.

Flight 2, on 21 March 2007, looked far better at first. The first stage burned cleanly and handed off to the Kestrel-powered upper stage. The vehicle crossed 100 kilometers and reached a peak of about 289 kilometers. Then propellant slosh in the second-stage tank started a circular coning motion that grew until the engine shut down. Telemetry faded as the stage tumbled, and SpaceX had reached space but not orbit. Over the next year, the team redesigned everything from the ground up, including tanks, baffles, and the new regeneratively cooled Merlin 1C.

That engine flew on Flight 3 on 2 August 2008. The first stage performed almost perfectly and reached 217 kilometers. After main-engine cutoff, leftover fuel in the cooling channels produced a faint residual thrust, roughly 10 pounds per square inch of chamber pressure. On a Texas test stand, the effect was invisible beneath ambient air pressure. In vacuum it was enough to push the spent first stage back into the second stage after separation. The stages collided, the upper stage spun, and the mission was lost. Musk later said a slightly longer delay before staging would have saved the flight.

Six weeks later, the team assembled Flight 4 from remaining parts and flew it on 28 September 2008 at 23:15 UTC. The payload was Ratsat, a 165-kilogram aluminum mass simulator built in-house. Staging was delayed so residual thrust could decay. The Kestrel ignited, the fairing split away, and nine and a half minutes after liftoff the vehicle was in orbit. After a coast, the second stage restarted, settling into a 621-by-643-kilometer path at 9.35 degrees inclination. Falcon 1 became the first privately developed liquid-fueled rocket to reach Earth orbit. Musk called the insertion “middle of the bull’s-eye.”

SpaceX restores a Falcon 1 rocket for 10th anniversary of first launch success

That success unlocked NASA’s Commercial Resupply Services award later that year. Without it, there would have been no Falcon 9, no reusable first stages, and no Dragon cargo or crew flights to the International Space Station. Launch prices would have remained far higher. Starlink’s constellation would not exist; broadband from low Earth orbit would still be a paper concept.

Ride-share markets, high launch cadence, and the current pace of lunar and Mars hardware would be years behind. Communications, Earth observation, and the cost of putting anything into space would look more like the 2000s than the 2020s.

One extra second of residual thrust in August 2008 would have written a different decade.

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Tesla surges Robotaxi fleet ahead of Cybercab launch event

Tesla’s unsupervised robotaxi fleet quietly grew sevenfold in three weeks just before Cybercab Day arrives.

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Tesla’s unsupervised Robotaxi fleet has grown far faster than the public numbers suggested, and the timing lines up with the company’s biggest autonomy showcase yet. According to data compiled by the crowdsourced Robotaxi Tracker, Tesla now has nearly 200 vehicles operating without a safety monitor across Austin, Dallas and Houston, yielding a roughly 7X increase in about three weeks.

The jump lands four days before this week’s Tesla Cybercab launch event in Austin, where the company plans to show off its purpose-built, two-seat robotaxi with no steering wheel or pedals in a live commercial setting for the first time. Stick with us on X and Facebook for live reporting from the event.

The strategic logic is straightforward. Tesla has spent the past year scaling Robotaxi in small, deliberate steps, first widening geofences, then extending operating hours, then quietly growing fleet size, usually with little advance notice. Ashok Elluswamy told investors on the Q2 earnings call that the program had logged more than 380,000 unsupervised miles with zero notable incidents, a safety record the company has leaned on to justify moving slowly. Critics have used the flip side of that caution, a fleet that appeared stuck around two dozen vehicles for months, as evidence that Tesla’s driverless ambitions were outrunning its actual deployment.

A fleet quietly scaling to nearly 200 vehicles right before Cybercab Day undercuts that argument without Tesla having to say anything about it directly. It also sets up the event to do double duty. Rather than simply introducing new hardware, Tesla can point to an operating base of unsupervised Model Ys already running at meaningful scale, then argue the Cybercab, which uses the same underlying Full Self-Driving stack according to earlier coverage of the fleet’s software upgrades, is a natural next steps. Tesla has separately been registering the two-seat Cybercabs with Texas regulators this week, with the count climbing from seven to 45 in a matter of days.

The two ramps, one in software-driven Model Y deployment and one in physical Cybercab registrations, are happening in parallel rather than in sequence. That suggests Tesla wants Thursday’s event to land as proof that the robotaxi business is already running at scale, not just a reveal of a new vehicle shape. Whether the unsupervised numbers hold up once Cybercabs start mixing into the same fleet is the detail worth watching once the event wraps.

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