Connect with us

News

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

Credit: Andrea Conway/X

Published

on

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. 

Advertisement

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. 

Advertisement

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.

Advertisement
Comments

Elon Musk

Musk bankers looking to trim xAI debt after SpaceX merger: report

xAI has built up $18 billion in debt over the past few years, with some of this being attributed to the purchase of social media platform Twitter (now X) and the creation of the AI development company. A new financing deal would help trim some of the financial burden that is currently present ahead of the plan to take SpaceX public sometime this year.

Published

on

Credit: SpaceX

Elon Musk’s bankers are looking to trim the debt that xAI has taken on over the past few years, following the company’s merger with SpaceX, a new report from Bloomberg says.

xAI has built up $18 billion in debt over the past few years, with some of this being attributed to the purchase of social media platform Twitter (now X) and the creation of the AI development company. Bankers are trying to create some kind of financing plan that would trim “some of the heavy interest costs” that come with the debt.

The financing deal would help trim some of the financial burden that is currently present ahead of the plan to take SpaceX public sometime this year. Musk has essentially confirmed that SpaceX would be heading toward an IPO last month.

SpaceX IPO is coming, CEO Elon Musk confirms

The report indicates that Morgan Stanley is expected to take the leading role in any financing plan, citing people familiar with the matter. Morgan Stanley, along with Goldman Sachs, Bank of America, and JPMorgan Chase & Co., are all expected to be in the lineup of banks leading SpaceX’s potential IPO.

Since Musk acquired X, he has also had what Bloomberg says is a “mixed track record with debt markets.” Since purchasing X a few years ago with a $12.5 billion financing package, X pays “tens of millions in interest payments every month.”

That debt is held by Bank of America, Barclays, Mitsubishi, UFJ Financial, BNP Paribas SA, Mizuho, and Société Générale SA.

X merged with xAI last March, which brought the valuation to $45 billion, including the debt.

SpaceX announced the merger with xAI earlier this month, a major move in Musk’s plan to alleviate Earth of necessary data centers and replace them with orbital options that will be lower cost:

“In the long term, space-based AI is obviously the only way to scale. To harness even a millionth of our Sun’s energy would require over a million times more energy than our civilization currently uses! The only logical solution, therefore, is to transport these resource-intensive efforts to a location with vast power and space. I mean, space is called “space” for a reason.”

The merger has many advantages, but one of the most crucial is that it positions the now-merged companies to fund broader goals, fueled by revenue from the Starlink expansion, potential IPO, and AI-driven applications that could accelerate the development of lunar bases.

Continue Reading

News

Tesla pushes Full Self-Driving outright purchasing option back in one market

Tesla announced last month that it would eliminate the ability to purchase the Full Self-Driving software outright, instead opting for a subscription-only program, which will require users to pay monthly.

Published

on

Credit: Tesla

Tesla has pushed the opportunity to purchase the Full Self-Driving suite outright in one market: Australia.

The date remains February 14 in North America, but Tesla has pushed the date back to March 31, 2026, in Australia.

Tesla announced last month that it would eliminate the ability to purchase the Full Self-Driving software outright, instead opting for a subscription-only program, which will require users to pay monthly.

If you have already purchased the suite outright, you will not be required to subscribe once again, but once the outright purchase option is gone, drivers will be required to pay the monthly fee.

The reason for the adjustment is likely due to the short period of time the Full Self-Driving suite has been available in the country. In North America, it has been available for years.

Tesla hits major milestone with Full Self-Driving subscriptions

However, Tesla just launched it just last year in Australia.

Full Self-Driving is currently available in seven countries: the United States, Canada, China, Mexico, Australia, New Zealand, and South Korea.

The company has worked extensively for the past few years to launch the suite in Europe. It has not made it quite yet, but Tesla hopes to get it launched by the end of this year.

In North America, Tesla is only giving customers one more day to buy the suite outright before they will be committed to the subscription-based option for good.

The price is expected to go up as the capabilities improve, but there are no indications as to when Tesla will be doing that, nor what type of offering it plans to roll out for owners.

Continue Reading

Elon Musk

Starlink terminals smuggled into Iran amid protest crackdown: report

Roughly 6,000 units were delivered following January’s unrest.

Published

on

Credit: Starlink/X

The United States quietly moved thousands of Starlink terminals into Iran after authorities imposed internet shutdowns as part of its crackdown on protests, as per information shared by U.S. officials to The Wall Street Journal

Roughly 6,000 units were delivered following January’s unrest, marking the first known instance of Washington directly supplying the satellite systems inside the country.

Iran’s government significantly restricted online access as demonstrations spread across the country earlier this year. In response, the U.S. purchased nearly 7,000 Starlink terminals in recent months, with most acquisitions occurring in January. Officials stated that funding was reallocated from other internet access initiatives to support the satellite deployment.

President Donald Trump was aware of the effort, though it remains unclear whether he personally authorized it. The White House has not issued a comment about the matter publicly.

Possession of a Starlink terminal is illegal under Iranian law and can result in significant prison time. Despite this, the WSJ estimated that tens of thousands of residents still rely on the satellite service to bypass state controls. Authorities have reportedly conducted inspections of private homes and rooftops to locate unauthorized equipment.

Advertisement

Earlier this year, Trump and Elon Musk discussed maintaining Starlink access for Iranians during the unrest. Tehran has repeatedly accused Washington of encouraging dissent, though U.S. officials have mostly denied the allegations.

The decision to prioritize Starlink sparked internal debate within U.S. agencies. Some officials argued that shifting resources away from Virtual Private Networks (VPNs) could weaken broader internet access efforts. VPNs had previously played a major role in keeping Iranians connected during earlier protest waves, though VPNs are not effective when the actual internet gets cut.

According to State Department figures, about 30 million Iranians used U.S.-funded VPN services during demonstrations in 2022. During a near-total blackout in June 2025, roughly one-fifth of users were still able to access limited connectivity through VPN tools.

Critics have argued that satellite access without VPN protection may expose users to geolocation risks. After funds were redirected to acquire Starlink equipment, support reportedly lapsed for two of five VPN providers operating in Iran.

Advertisement

A State Department official has stated that the U.S. continues to back multiple technologies,  including VPNs alongside Starlink, to sustain people’s internet access amidst the government’s shutdowns.

Continue Reading