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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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
How Tesla’s Roadster fan system and thrusters are built to dominate the corners
Tesla’s Roadster uses fans, active wings and cold gas thrusters to create grip at any speed.
Tesla’s new Roadster is best known for flipping through the air in Texas, but the technology that matters most for a race track is the stuff that keeps it on the ground. Tesla’s Roadster page describes a multi-mode fan and ground sealing system that acts as a downforce generator, pulling air out from beneath the car. Tesla says it provides enough suction to hold the vehicle upside down, even when stationary.
That is the key difference from the wings and diffusers on a normal supercar. Conventional aero only makes downforce when the car is moving, and it grows with speed, so a car has the least grip in the slow corners and under hard braking. A fan system makes downforce at any speed. Tesla’s patent, which we covered last year, describes fans and deployable skirts that create sealed or partially sealed regions under the car, with the fans extracting air to lower the pressure and increase grip and stability.
Still processing this … the most unreal thing I’ve seen. https://t.co/HtEuvnkZjY
— TESLARATI (@Teslarati) October 16, 2026
Tesla pairs that with active wings, a next generation steer by wire system and a Track Mode that lowers the car and changes the suspension, with high downforce and low drag settings for the circuit. To keep weight down, Tesla points to magnesium, titanium and carbon fiber, manual controls and a fixed seat position, which it says lets the car respond to driver inputs almost instantly.
Tesla Roadster: Three configs, one can fly, 0-60 in 0.8 seconds
The cold gas thrusters are the other half. On the Thrust version they sit at the rear and Tesla says they take the car from 0 to 60 mph in under 0.9 seconds, while the Rocket version adds perimeter thrusters for forward, upward and lateral rotational movement. Tesla says the all electric actuators make micro adjustments within a fraction of a second.
Roadster transforms in Track Mode
These aero features aren’t just for looks: they provide the best passive downforce package of any road car (approaching F1 levels!) with wing actuation driven by the @Tesla_Optimus actuator system https://t.co/AqrC4qUga9
— Tesla (@Tesla) October 16, 2026
Musk has been talking about records for years. In June 2019 he said, “We’re going to do things with the new Roadster that are kind of unfair to other cars.” That September, when a follower asked whether the Roadster would beat the Nürburgring production car record, he replied with one word, “Absolutely,” as we reported at the time. In February 2024 he said Tesla had “radically increased the design goals” for the car and that its sub one second 0 to 60 time would be “the least interesting part.”
There are caveats. Tesla has not published a lap time or a verified cornering figure, so the record talk is still a promise rather than a result. Tesla also says the car is not approved for public road use, and the thruster features are limited to the Rocket trim, which is invite only. Fan cars have also been banned or withdrawn before, and getting a sealed underbody to work on a rough public road is a harder problem than on a smooth track. The first real test will be an official lap at a circuit.
Featured
Tesla Roadster: Three configs, one can fly, 0-60 in 0.8 seconds
Tesla’s Roadster comes in Performance, Thrust and Rocket versions, with a claimed 0-60 under 0.59 seconds.
Tesla finally showed the next generation Roadster on Thursday night, and the demo had more in common with a SpaceX test than a track lap. At an event outside Waco, Texas, near SpaceX’s McGregor site, the car used a mix of fans and cold gas thrusters to drive up a curved ramp until it was upside down, then flew off, flipped and landed on the pavement. “Well, it worked,” Elon Musk said. “Flying cars are real.”
The Roadster also hovered itself over a Cybercab, Cybertruck, Tesla Semi, Model Y and Model 3 while moving, and that Tesla showed it going 0 to 60 mph in one second. Musk said “this will be the actual car that’s on the roads” and that it “literally is just going to puff itself up” to perform the maneuvers whenever an owner wants. He called the result a collaboration between Tesla and SpaceX engineers that is “better than any James Bond car,” with Franz von Holzhausen and Lars Moravy on site.
Tesla published new mind-blowing stats for the car that replace the previous targets. The Performance version is road ready and seats two, with active aerodynamics and a multi-mode suction system, and Tesla lists 0 to 60 mph in under 1.6 seconds. The Thrust version is race ready, also seats two, and adds rear-mounted cold gas thrusters for a 0 to 60 time of under 0.9 seconds. The Rocket version is described as air ready, seats one, and uses perimeter-mounted thrusters for forward and upward acceleration plus lateral rotational movement.
| Configuration | Seats | 0 to 60 mph |
|---|---|---|
| Performance | 2 | under 1.6 s |
| Thrust | 2 | under 0.9 s |
| Rocket | 1 | under 0.59 s |
Tesla’s own description: “So…yes, it can fly.” It lists a 0 to 60 time of under 0.59 seconds for Rocket, a top speed of up to more than 230 mph, and range of more than 300 miles. Tesla has not yet given pricing in the information we have seen, but has reopened $50,000 reservations in the newly updated Tesla Roadster configurator. Production is planned for Giga Texas in 2027 or 2028, and Musk has said it would follow the demo by 12 to 18 months.
Every car on the road today is limited by one thing: tire grip
Roadster’s thruster system generates 4–5x the force the tires can.
More force on the same mass means significantly better acceleration – physics does the rest https://t.co/zdPRT2aKwZ
— Tesla (@Tesla) October 16, 2026
Tesla’s Roadster page adds more on how the car works. A multi-mode fan and ground sealing system pulls air from under the car, producing enough suction to hold it upside down even when stationary. Active wings, steer-by-wire with a yoke, and a Track Mode that lowers the car round out the driving setup. The cold gas thrusters use all-electric actuators for micro adjustments to stabilize the car in flight. Tesla says it cut weight with magnesium, titanium and carbon fiber, manual controls and a fixed seat position, and the exterior has hidden headlights, a full-length taillight and Ano White paint inspired by aerospace coatings. Inside are an Ultrawhite interior with gray microsuede, a center touchscreen and two smaller forward displays, and gold tinted glass modeled on spacesuit visors. Availability is tiered: Performance is by reservation, Thrust is a limited release, and Rocket is invite only. Tesla notes the car is not approved for public road use, and that Rocket is not available in all regions.
Tesla Roadster Highlights
- Aero and suction: a multi-mode fan and ground sealing system pulls air from under the car and can hold it upside down even when stationary. There are also active wings and a Track Mode that lowers the car.
- Controls and thrusters: steer-by-wire with a yoke. The cold gas thrusters use all-electric actuators for micro adjustments that stabilize the car in flight.
- Weight: magnesium, titanium and carbon fiber, manual controls and a fixed seat position.
- Design: hidden headlights, a full-length taillight, Ano White paint inspired by aerospace coatings, and gold tinted glass modeled on spacesuit visors.
- Interior: an Ultrawhite interior with gray microsuede, a center touchscreen and two smaller forward displays.
- Availability: Performance is by reservation, Thrust is a limited release, and Rocket is invite only.
- Road use: Tesla notes the car is not approved for public road use, and that Rocket isn’t available in all regions.
Musk has described the Roadster as “the best of the last of the human-driven cars,” and he has been open that it is a halo product. He said he is “not sure it moves the needle massively from a revenue standpoint,” and has warned that anyone whose top priority is safety should not buy it. Tesla reports third quarter earnings on October 21.
Roadster is a true pilot’s car: active aerodynamics, a multi-mode suction system & cold-gas thrusters
Exterior
– Concealed headlights, full-length taillight & flush-mounted surfaces for a minimalist, highly technical form– Super light wheels w/ thin spokes that reinforce structural strength when earthbound
– Ano White paint brings an aerospace-derived finish w/ UV & cryogenic protection, electrostatic dissipation & corrosion resistance
– Gold Glazed tinted glass mimicking the copper coating of spacesuit visors, w/ subtle titanium accents
— Tesla (@Tesla) October 16, 2026
Elon Musk
Amazon shuts out Elon Musk’s Grok Bot so he may just build his own rival store
Musk promises SpaceX will cover Grok Bot purchase errors, tells users to shop beyond Amazon.
Elon Musk said SpaceX will reimburse users if Grok Bot botches a purchase or leaks their card details. A few hours later he was telling users to take their shopping elsewhere after Amazon shut the agent out.
The first post was a reply to an X user who said Grok Bot booked him a flight after he sent a photo of his credit card. “This works well,” Musk wrote. “If Grok @Bot makes a mistake with a purchase or leaks your card (never happened yet), SpaceX will make you whole,” said Musk.
The second came after another user posted the error his Grok Bot hit on Amazon: “Continued access by an unauthorized AI agent violates Amazon’s Conditions of Use, to which our customers have agreed.” The user said his bots can no longer order from the site. Musk answered, “Just ask Grok @Bot to buy what you want someplace else and get a better deal. There are far more purchasing websites than just Amazon!” He later added, “Maybe we should start a competitor to Amazon,” a possible hint at an X shopping service.
Just ask Grok @Bot to buy what you want someplace else and get a better deal.
There are far more purchasing websites than just Amazon!
— Elon Musk (@elonmusk) October 15, 2026
The Amazon block did not start Thursday. A reply to Musk on October 10 said Amazon was blocking the bot, and Musk responded that Grok would find another way, then showed an order it placed on Lego’s website.
The latest reimbursement promise builds on late August when Musk told a Tesla investor weighing whether to give Grok Bot access to his bank accounts, “If Grok Bot messes up, we will make you whole,” as Teslarati covered when SpaceXAI added its Finance integration. That promise goes further than the company’s consumer terms, which make users responsible for what their agents do and generally cap liability at the greater of fees paid or $100. Neither Thursday post says those terms have changed, so for now it remains a statement on X rather than a published policy.
The two posts matter to Tesla owners because Grok Bot is no longer limited to a phone. Tesla brought it into its vehicles on September 22, and it is now enabled across every Cybercab and the rest of the Model Y Robotaxi fleet, as noted when Teslarati looked at why Grok Bot may be the Cybercab’s real advantage. A rider who asks for groceries or a coffee order is relying on retailers that let the agent in. Amazon has now said it will not, and Musk’s answer is to route around it.
Amazon has not commented publicly on the block in the posts Teslarati reviewed, and it is unclear whether Musk will follow through on a rival store.
So, how many of you do the vast majority of shopping on Amazon and hate that you do? Comment and let us know your thoughts!