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Tesla investors were “coerced” and “uninformed” during Musk pay ratification vote: lawyers

Credit: Andrea Conway/X

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The legal team of Tesla investor Richard Tornetta, who held nine TSLA shares when he filed a complaint in Delaware against CEO Elon Musk’s 2018 CEO Performance Award, is not happy about Tesla’s efforts to urge the court to consider the ratification of Musk’s pay package. As per Tornetta’s lawyers, the ratification vote was coerced and uninformed — and thus invalid. 

In a filing, Tornetta’s lawyers argued that the the Delaware Court should reject the efforts of Tesla’s legal team to consider the ratification of Musk’s compensation plan by the company’s shareholders at the 2024 Annual Stockholders’ Meeting. As could be seen in the filing, Tornetta’s lawyers immediately criticized Tesla for the EV maker’s attempts to revise the court’s initial opinion about the case

“Ten leading law firms and an unlimited budget. And they still could not find it. A case, any case, holding stockholders can usurp the Supreme Court’s role and reverse this Court’s trial judgment. Quod erat demonstrandum. Delaware is not Athens. The stockholder franchise—however important—is not a ‘get out of [rescission] free’ card. Defendants’ proposal is a dangerous paradigm shift: Courts would be subject to vox populi, and stockholders could overturn trial judgments,” Tornetta’s lawyers wrote. 

The plaintiff’s legal team also argued that despite the successful ratification of Elon Musk’s 2018 pay package at the 2024 Annual Stockholders’ Meeting, shareholders were still coerced and uninformed. The lawyers pointed to Musk’s comments that he would reconsider growing Tesla’s AI efforts if his share of the company was less than 25%, among other things, as a sign of shareholder coercion. 

“As the Ratification vote approached, the press repeatedly reported that rejecting the Ratification would cause Musk to execute his threats to divert critical corporate opportunities from Tesla. These circumstances rendered the Ratification vote coercive—and thus invalid—by making it impossible for stockholders’ to exercise their franchise free of undue external pressure created by [Musk] that distract[ed] them from the merits of the decision under consideration,’ and ‘forc[ing] [stockholders] into a choice between a new position and a compromised position for reasons other than those related to the economic merits of the decision,’” Tornetta’s lawyers wrote. 

They also argued that investors were uninformed since Tesla director Kathleen Wilson-Thompson, who served as the Special Committee of the company’s Board of Directors, was conflicted because a substantial portion of her net worth is tied to the EV maker. “Wilson-Thompson has realized a pre-tax total of approximately $62[M] from the exercise of [Tesla] equity award. Her Tesla shares received through grants were worth ~$150M upon her Committee appointment, which she admits ‘is a meaningful portion of her net worth’… Wilson-Thompson is conflicted just like Denholm,” Tornetta’s lawyers wrote. 

A hearing for the motion to revise the Delaware Court’s initial opinion on the matter is scheduled on August 2, 2024. A number of Tesla shareholders who voted in the ratification of Musk’s pay package have noted that they intend to attend the hearing if it is public

Rochard Tornetta’s lawyers’ filing (via PlainSite) can be viewed below. 

gov.uscourts.delch.2018-0408-KSJM.405.0 by Simon Alvarez on Scribd

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 lands massive deal to expand charging for heavy-duty electric trucks

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Credit: Tesla Semi/X

Tesla has landed a massive deal to expand its charging infrastructure for heavy-duty electric trucks — and not just theirs, but all manufacturers.

Tesla entered an agreement with Pilot Travel Centers, the largest operator of travel centers in the United States. Tesla’s Semi Chargers, which are used to charge Class 8 electric trucks, will be responsible for providing energy to various vehicles from a variety of manufacturers.

The first sites are expected to open later this Summer, and will be built at select locations along I-5 and I-10, major routes for commercial vehicles and significant logistics companies. The chargers will be available in California, Georgia, Nevada, New Mexico, and Texas.

Each station will have between four and eight chargers, delivering up to 1.2 megawatts of power at each stall.

The project is the latest in Tesla’s plans to expand Semi Charging availability. The effort is being put forth to create more opportunities for the development of sustainable logistics.

Senior Vice President of Alternative Fuels at Pilot, Shannon Sturgil, said:

“Helping to shape the future of energy is a strategic pillar in meeting the needs of our guests and the North American transportation industry. Heavy-duty charging is yet another extension of our exploration into alternative fuel offerings, and we’re happy to partner with a leader in the space that provides turnkey solutions and deploys them quickly.”

Tesla currently has 46 public Semi Charger sites in progress or planned across the United States, mostly positioned along major trucking routes and industrial areas. Perhaps the biggest bottleneck with owning an EV early on was charging availability, and that is no different with electric Class 8 trucks. They simply need an area to charge.

Tesla is spearheading the effort to expand Semicharging availability, and the latest partnership with Pilot shows the company has allies in the program.

The company plans to build 50,000 units of the Tesla Semi in the coming years, and with early adopters like PepsiCo, DHL, and others already contributing millions of miles of data, fleets are going to need reliable public charging.

Tesla is partnering with other companies for the development of the Semi program, most notably, a conglomeration with Uber was announced last year.

Tesla lands new partnership with Uber as Semi takes center stage

The ride-sharing platform plans to launch the Dedicated EV Fleet Accelerator Program, which it calls a “first-of-its-kind buyer’s program designed to make electric freight more affordable and accessible by addressing key adoption barriers.”

The Semi is one of several projects that will take Tesla into a completely different realm. Along with Optimus and its growing Energy division, the Semi will expand Tesla to new heights, and its prioritization of charging infrastructure.

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Elon Musk’s Boring Company opens Vegas Loop’s newest station

The Fontainebleau is the latest resort on the Las Vegas Strip to embrace the tunneling startup’s underground transportation system.

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Credit: The Boring Company/X

Elon Musk’s tunneling startup, The Boring Company, has welcomed its newest Vegas Loop station at the Fontainebleau Las Vegas.

The Fontainebleau is the latest resort on the Las Vegas Strip to embrace the tunneling startup’s underground transportation system.

Fontainebleau Loop station

The new Vegas Loop station is located on level V-1 of the Fontainebleau’s south valet area, as noted in a report from the Las Vegas Review-Journal. According to the resort, guests will be able to travel free of charge to the stations serving the Las Vegas Convention Center, as well as to Loop stations in Encore and Westgate.

The Fontainebleau station connects to the Riviera Station, which is located in the northwest parking lot of the convention center’s West Hall. From there, passengers will be able to access the greater Vegas Loop.

Vegas Loop expansion

In December, The Boring Company began offering Vegas Loop rides to and from Harry Reid International Airport. Those trips include a limited above-ground segment, following approval from the Nevada Transportation Authority to allow surface street travel tied to Loop operations.

Under the approval, airport rides are limited to no more than four miles of surface street travel, and each trip must include a tunnel segment. The Vegas Loop currently includes more than 10 miles of tunnels. From this number, about four miles of tunnels are operational.

The Boring Company President Steve Davis previously told the Review-Journal that the University Center Loop segment, which is currently under construction, is expected to open in the first quarter of 2026. That extension would allow Loop vehicles to travel beneath Paradise Road between the convention center and the airport, with a planned station located just north of Tropicana Avenue.

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Tesla leases new 108k-sq ft R&D facility near Fremont Factory

The lease adds to Tesla’s presence near its primary California manufacturing hub as the company continues investing in autonomy and artificial intelligence.

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Credit: Tesla

Tesla has expanded its footprint near its Fremont Factory by leasing a 108,000-square-foot R&D facility in the East Bay. 

The lease adds to Tesla’s presence near its primary California manufacturing hub as the company continues investing in autonomy and artificial intelligence.

A new Fremont lease

Tesla will occupy the entire building at 45401 Research Ave. in Fremont, as per real estate services firm Colliers. The transaction stands as the second-largest R&D lease of the fourth quarter, trailing only a roughly 115,000-square-foot transaction by Figure AI in San Jose.

As noted in a Silicon Valley Business Journal report, Tesla’s new Fremont lease was completed with landlord Lincoln Property Co., which owns the facility. Colliers stated that Tesla’s Fremont expansion reflects continued demand from established technology companies that are seeking space for engineering, testing, and specialized manufacturing.

Tesla has not disclosed which of its business units will be occupying the building, though Colliers has described the property as suitable for office and R&D functions. Tesla has not issued a comment about its new Fremont lease as of writing.

AI investments

Silicon Valley remains a key region for automakers as vehicles increasingly rely on software, artificial intelligence, and advanced electronics. Erin Keating, senior director of economics and industry insights at Cox Automotive, has stated that Tesla is among the most aggressive auto companies when it comes to software-driven vehicle development.

Other automakers have also expanded their presence in the area. Rivian operates an autonomy and core technology hub in Palo Alto, while GM maintains an AI center of excellence in Mountain View. Toyota is also relocating its software and autonomy unit to a newly upgraded property in Santa Clara.

Despite these expansions, Colliers has noted that Silicon Valley posted nearly 444,000 square feet of net occupancy losses in Q4 2025, pushing overall vacancy to 11.2%.

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