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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.

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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. 

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

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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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Tesla teases new market entrance with confusing and cryptic message

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(Credit: Tesla)

Tesla teased its entrance into a new market with a confusing and what appeared to be cryptic message on the social media platform X.

The company has been teasing its entrance into several markets, including Africa, which would be a first, and South America, where it only operates in Chile.

In September, Tesla started creating active job postings for the Colombian market, hinting it would expand its presence in South America and launch in a new country for the first time in two years.

Tesla job postings seem to show next surprise market entry

The jobs were related to various roles, including Associate Sales Manager, Advisors in Sales and Delivery, and Service Technicians. These are all roles that would indicate Tesla is planning to launch a wide-scale effort to sell, manage, and repair vehicles in the market.

Last night, Tesla posted its latest hint, a cryptic video that seems to show the outline of Colombia, teasing its closer than ever to market entry:

This would be the next expansion into a continent where it does not have much of a presence for Tesla. Currently, there are only two Supercharger locations on the entire continent, and they’re both in Chile.

Tesla will obviously need to expand upon this crucial part of the ownership experience to enable a more confident consumer base in South America as a whole. However, it is not impossible, as many other EV charging infrastructures are available, and home charging is always a suitable option for those who have access to it.

Surprisingly, Tesla seems to be more concerned about these middle-market countries as opposed to the larger markets in South America, but that could be by design.

If Tesla were to launch in Brazil initially, it may not be able to handle the uptick in demand, and infrastructure expansion could be more difficult. Brazil may be on its list in the upcoming years, but not as of right now.

@teslarati 🚨🚨 Tesla Full Self-Driving and Yap is the best driving experience #tesla #fsd #yapping ♬ I Run – HAVEN.

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Tesla expands crucial Supercharging feature for easier access

It is a useful tool, especially during hours of congestion. However, it has not been super effective for those who drive non-Tesla EVs, as other OEMs use UI platforms like Google’s Android Auto or Apple’s iOS.

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Credit: Tesla

Tesla has expanded a crucial Supercharging feature that helps owners identify stall availability at nearby locations.

Tesla said on Tuesday night that its “Live Availability” feature, which shows EV owners how many stalls are available at a Supercharger station, to Google Maps, a third-party app:

Already offering it in its own vehicles, the Live Availability feature that Teslas have is a helpful feature that helps you choose an appropriate station with plugs that are immediately available.

A number on an icon where the Supercharger is located lets EV drivers know how many stalls are available.

It is a useful tool, especially during hours of congestion. However, it has not been super effective for those who drive non-Tesla EVs, as other OEMs use UI platforms like Google’s Android Auto or Apple’s iOS.

Essentially, when those drivers needed to charge at a Supercharger that enables non-Tesla EVs to plug in, there was a bit more of a gamble. There was no guarantee that a plug would be available, and with no way to see how many are open, it was a risk.

Tesla adding this feature allows people to have a more convenient and easier-to-use experience if they are in a non-Tesla EV. With the already expansive Supercharger Network being available to so many EV owners, there is more congestion than ever.

This new feature makes the entire experience better for all owners, especially as there is more transparency regarding the availability of plugs at Supercharger stalls.

It will be interesting to see if Tesla is able to expand on this new move, as Apple Maps compatibility is an obvious goal of the company’s in the future, we could imagine. In fact, this is one of the first times an Android Auto feature is available to those owners before it became an option for iOS users.

Apple owners tend to get priority with new features within the Tesla App itself.

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Elon Musk’s Boring Co goes extra hard in Nashville with first rock-crushing TBM

The Boring Company’s machine for the project is now in final testing.

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Credit: The Boring Company/X

The Boring Company is gearing up to tackle one of its toughest projects yet, a new tunnel system beneath Nashville’s notoriously tough limestone terrain. Unlike the soft-soil conditions of Las Vegas and Austin, the Music City Loop will require a “hard-rock” boring machine capable of drilling through dense, erosion-resistant bedrock. 

The Boring Company’s machine for the project is now in final testing.

A boring hard-rock tunneling machine

The Boring Company revealed on X that its new hard-rock TBM can generate up to 4 million pounds of grip force and 1.5 million pounds of maximum thrust load. It also features a 15-filter dust removal system designed to keep operations clean and efficient during excavation even in places where hard rock is present.

Previous Boring Co. projects, including its Loop tunnels in Las Vegas, Austin, and Bastrop, were dug primarily through soft soils. Nashville’s geology, however, poses a different challenge. Boring Company CEO and President Steve Davis mentioned this challenge during the project’s announcement in late July.

“It’s a tough place to tunnel, Nashville. If we were optimizing for the easiest places to tunnel, it would not be here. You have extremely hard rock, like way harder than it should be. It’s an engineering problem that’s fairly easy and straightforward to solve,” Davis said.

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Nashville’s limestone terrain

Experts have stated that the city’s subsurface conditions make it one of the more complex tunneling environments in the U.S. The Outer Nashville Basin is composed of cherty Mississippian-age limestone, a strong yet soluble rock that can dissolve over time, creating underground voids and caves, as noted in a report from The Tennessean.

Jakob Walter, the founder and principal engineer of Haushepherd, shared his thoughts on these challenges. “Limestone is generally a stable sedimentary bedrock material with strength parameters that are favorable for tunneling. Limestone is however fairly soluble when compared to other rack materials, and can dissolve over long periods of time when exposed to water. 

“Unexpected encounters with these features while tunneling can result in significant construction delays and potential instability of the excavation. In urban locations, structures at the ground surface should also be constantly monitored with robotic total stations or similar surveying equipment to identify any early signs of movement or distress,” he said.

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