News
Tesla investors to vote on Texas incorporation, ratification of Musk’s 2018 comp plan at 2024 annual meeting
Tesla has filed its Proxy Statement 2024 to the United States Securities and Exchange Commission (SEC). The document included details about the electric vehicle maker’s 2024 annual meeting of stockholders, updates regarding the company’s plans for CEO Elon Musk’s 2018 pay package, as well as an initiative to move Tesla’s state of corporation from Delaware to Texas.
In her Letter to Stockholders, Tesla Chairperson of the Board Robyn Denholm noted that Texas has become the company’s business home, so it also makes sense that 2024 would be the year when Tesla would transfer its state of incorporation from Delaware to the Lone Star state. She also noted that thousands of Tesla shareholders have already shared similar sentiments with the company.
“2024 is the year that Tesla should move home to Texas. We are asking for your vote to approve Tesla’s move from Delaware, our current state of incorporation, to a new legal home in Texas. Texas is already our business home, and we are committed to it… Texas is where we should continue working towards our mission of accelerating the world’s transition to sustainable energy, as we lay the foundation for our growth with our ramp and build of factories for our future vehicles and to help meet the demand for energy storage as well as with our progress in artificial intelligence via full self-driving and Optimus,” Denholm wrote.
The Tesla Chairperson of the Board also noted that TSLA shareholders would be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year. Denholm noted that ratification of Musk’s 2018 compensation plan, whose targets have already been fully met by the CEO ahead of schedule, would restore Tesla stockholder democracy.
“Corporate democracy and stockholder rights are at the heart of Tesla’s values. Earlier this year, a Delaware Court ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018. The Tornetta Court decided, years later, that the CEO pay package was not “entirely fair” to the very same stockholders who voted to approve it — even though approximately 73% of all votes cast by our disinterested stockholders voted to approve it in 2018,” Denholm wrote.
Tesla is expected to hold its 2024 annual meeting of stockholders on June 13, 2024 at 3:30 p.m. Central Time (1:30 p.m. Pacific Time). The meeting will be held at Gigafactory Texas in Austin, Texas.
Following is a list of proposals that are up for a vote in Tesla’s 2024 annual shareholder meeting, as well as the Board’s vote recommendations.
Tesla Proposals
- A Tesla proposal to elect two Class II directors to serve for a term of three years, or until their respective successors are duly elected and qualified (“Proposal One”). – Board Recommendation: “FOR”
- A Tesla proposal to approve executive compensation on a non-binding advisory basis (“Proposal Two”). – Board Recommendation: “FOR”
- A Tesla proposal to approve the redomestication of Tesla from Delaware to Texas by conversion (“Proposal Three”). – Board Recommendation: “FOR”
- A Tesla proposal to ratify the 100% performance-based stock option award to Elon Musk that was proposed to and approved by our stockholders in 2018 (“Proposal Four”). – Board Recommendation: “FOR”
- A Tesla proposal to ratify the appointment of PricewaterhouseCoopers LLP as Tesla’s independent registered public accounting firm for the fiscal year ending December 31, 2024 (“Proposal Five”). – Board Recommendation: “FOR”
Stockholder Proposals
- A stockholder proposal regarding the reduction of director terms to one year, if properly presented (“Proposal Six”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding simple majority voting provisions in our governing documents, if properly presented (“Proposal Seven”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding annual reporting on anti-harassment and discrimination efforts, if properly presented (“Proposal Eight”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding the adoption of a freedom of association and collective bargaining policy, if properly presented (“Proposal Nine”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding reporting on effects and risks associated with electromagnetic radiation and wireless technologies, if properly presented (“Proposal Ten”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding adopting targets and reporting on metrics to assess the feasibility of integrating sustainability metrics into senior executive compensation plans, if properly presented (“Proposal Eleven”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding committing to a moratorium on sourcing minerals from deep sea mining, if properly presented (“Proposal Twelve”). – Board Recommendation: “AGAINST”
Tesla’s Proxy Statement 2024 can be viewed below.
Tesla Proxy Statement 2024 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.
News
SpaceX set to launch astronauts and a classified Falcon Heavy mission on the same day
SpaceX plans three launches Thursday, including Crew-13 astronauts and Falcon Heavy’s first classified NRO mission.
SpaceX is lining up one of the busiest single days in its history, and the company offered a preview on Wednesday morning with a simple post on X: “Sunrise at pad 40.” The video and photos show Falcon 9 standing at Space Launch Complex 40 at Cape Canaveral, roughly a day before it is scheduled to carry four astronauts to the International Space Station.
That launch is only the first of three SpaceX missions planned for Thursday, October 1, across both coasts.
Sunrise at pad 40 pic.twitter.com/J7Qme4VvIX
— SpaceX (@SpaceX) September 30, 2026
Crew-13 is targeting liftoff at 11:10 a.m. ET, with a backup opportunity Friday at 10:47 a.m. ET. NASA astronaut Jessica Watkins will command the mission, with NASA’s Luke Delaney as pilot and Canadian Space Agency astronaut Joshua Kutryk and Roscosmos cosmonaut Sergey Teteryatnikov serving as mission specialists. According to NASA, Dragon is set to dock with the forward port of the station’s Harmony module around 8 p.m. ET, less than nine hours after launch. Watkins is the only member of the crew who has flown before, and Kutryk will become the first Canadian to reach orbit through NASA’s Commercial Crew Program.
The Falcon 9 booster is flying for the third time after supporting Crew-12 and a Starlink mission, and it will attempt a landing at Landing Zone 40 beside the pad. That site made its debut in February when the Crew-12 booster touched down there, as Teslarati reported at the time. Crew-13 will relieve the Crew-12 astronauts, who have been aboard the station since the middle of February.
On the West Coast, another Falcon 9 is scheduled to lift off from Vandenberg Space Force Base in a window running from 2:18 to 3:16 p.m. ET, a flight NASASpaceflight lists as a Transporter rideshare mission.
The day is set to close at 11:53 p.m. ET, when Falcon Heavy launches from Launch Complex 39A with NROL-97, the first National Reconnaissance Office payload ever to fly on the rocket. SpaceX rolled the vehicle out to the pad Tuesday night. Its two side boosters, which previously flew GOES-U, ViaSat-3 F3 and NASA’s Roman Space Telescope, will return to Landing Zones 1 and 2, while a new center core will be expended in the Atlantic. The Roman launch took place on August 30, so NROL-97 will come barely a month later as Falcon Heavy’s third flight of 2026 and 14th overall.
NASA taps SpaceX to launch the telescope that could unlock new worlds
If all three Florida boosters land as planned, it would be the first time the Space Coast has seen landings at LZ-40, LZ-1 and LZ-2 on the same day, according to the Orlando Sentinel, which has warned residents in Brevard, Orange and Volusia counties that more than one sonic boom is possible.
The schedule arrives just three days after Starship reached orbit for the first time on Flight 14 from Starbase, Texas, deploying 26 Starlink V3 satellites. If Thursday’s missions stay on time, SpaceX will have flown Starship, Falcon 9 and Falcon Heavy from four different pads in about four days.
Crew-13 is also the start of a longer run for Dragon. NASA recently added Crew-15, Crew-16 and Crew-17 to SpaceX’s contract in a $946 million modification, keeping Dragon as the agency’s only operational ride to the station while Boeing’s Starliner remains grounded.
News
Tesla Cybercab and Semi have more in common than you might think
Although the two vehicles are built for completely different use cases, Tesla utilized engineering expertise while developing both the Cybercab and Semi to build a thermal architecture that would fit both vehicles. Of course, with some slight revisions.
The development was noted by Lars Moravy and Dan Priestley last week at Tesla’s Semi Handover event in Sparks, Nevada, where the company showed off its dedicated production facility for the Class 8 truck.
🚨 Tesla designed the integrated thermal systems for Cybercab and Semi at the same time as the vehicles were both in development
Tesla wanted to build one thermal system that worked with both vehicles, apart from small modifications.
Semi and Cybercab share parts 🤯 pic.twitter.com/KmzSsUbrcg
— TESLARATI (@Teslarati) September 25, 2026
Tesla’s decision to develop one thermal architecture for both the Cybercab and Semi is one of the more revealing engineering choices in the company’s 2026 lineup:
“We designed it at the same time we designed the Cybercab and we said okay we’re going to take our most efficient vehicle and our biggest vehicle and we’re going to take one thermal system and make it work for both.”
Core parts, meaning the compressor, pumps, and heat exchangers, are shared, with only modest changes to cooling-loop sizing and a larger radiator on the truck. The result, they said, is a compressor and thermal stack already proven across millions of miles, delivering “reliability from day one.”
Priestley also highlighted a practical payoff of the indirect design:
“There’s no AC lines, there’s no refrigerant lines…It comes from the factory fully charged, sealed with refrigerant, and it just exchanges coolant. It doesn’t actually run refrigerant up to the front of the vehicle.”
This eliminates potentially leak-prone plumbing that would otherwise require hands-on service, reducing overall uptime and potentially cutting into business margins. The megamanifold runs cabin HVAC and every powertrain heating and cooling loop at once, recapturing waste heat from motors and the battery instead of dumping it the way a diesel engine does.
The approach is just the latest chapter in a continuing story of stretching thermal solutions across wildly different vehicles. Model Y’s Octovalve evolved into the Super Manifold used on Cybertruck, and later Model S/X refreshes. Cybercab then introduced Supermanifold V3, which Tesla says is 80 percent automated to build and 38 percent more efficient than typical automotive thermal systems.
This thermal system is also shared with Cybercab – one thermal system for both our most efficient vehicle & our biggest vehicle
— Tesla Semi (@tesla_semi) September 25, 2026
Tesla has done the same with the 4680 cells, both being utilized in the Cybertruck and Semi, and with heat-pump compressors that Priestley noted were already common across the passenger-car fleet.
Concurrent development of crucial vehicle elements buys scale and reliability that a truck-only thermal system could not match. High-volume passenger car parts are cheaper and more accessible, which can give fleets a sealed, low-maintenance loop of operation from their first day of operation.
For owners and operators, that translates into less energy spent on cabin heat in the colder months, fewer refrigerant-related repairs, and a thermal architecture already stress-tested at passenger-car volumes before the first high-volume Semi left the lines in Nevada.
Elon Musk
Elon Musk weather update tips Tesla Roadster speculation into Plaid Mode
Tesla CEO Elon Musk certainly tipped off some details of the Tesla Roadster event with a broadening of information regarding the company’s decision to delay the unveiling for two weeks.
For years, people have speculated about what the Roadster will be capable of. While there have been plenty of things said about what it *could* do, we have not seen or been told by Tesla what it will actually be capable of.
However, over the past few days, Tesla’s weather updates have truly pushed the speculation into Plaid Mode, basically all but confirming the car will have some sort of aerial capability — whether that would be hovering or fully flying remains to be seen — but it definitely seems that it will be able to leave the ground intentionally.
“Because this event can only be held outdoors…”
Tesla posted on Monday that it would delay the Roadster event until October 15, and it indicated that it had to do this because the event “can only be held outdoors.”
With the potential SpaceX collaboration to develop cold-gas thrusters that will help the vehicle go airborne, doing this indoors is probably not a safe, or even plausible, possibility.
Roadster event update
We’ve been tracking the weather closely with local meteorologists, but given the severe conditions predicted & because this event can only be held outdoors, we’ve made the difficult decision to reschedule.
New date is October 15. Additional details to…
— Tesla (@Tesla) September 28, 2026
FAA Airspace Restriction
The FAA gave Tesla a Temporary Flight Restriction (TFR) for 10,000 feet above ground level, much higher than the typical 2,000-foot restrictions that are usually placed at SpaceX’s McGregor, Texas site.
Tesla Roadster event requires restricted airspace, and the FAA obliges
Some have said that this massive increase is due to Tesla’s need to restrict unauthorized drone use for spying on the event.
Elon Admits High Winds
“Due to high winds, the new Roadster demo is postponed by 2 weeks,” Musk said in a post on X yesterday.
Due to high winds, the new Roadster demo is postponed by 2 weeks https://t.co/dV3ojDh1iT
— Elon Musk (@elonmusk) September 30, 2026
A reply reading, “What’s strong wind got to do with a car demo with four grounded wheels?” was directly below Musk’s post, satirically and sarcastically probing for more details.
All signs are pointing toward an aerial demonstration for the Roadster.