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Tesla investors to vote on Texas incorporation, ratification of Musk’s 2018 comp plan at 2024 annual meeting

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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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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.

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Tesla Proposals

  1. 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”
  2. A Tesla proposal to approve executive compensation on a non-binding advisory basis (“Proposal Two”). – Board Recommendation: “FOR”
  3. A Tesla proposal to approve the redomestication of Tesla from Delaware to Texas by conversion (“Proposal Three”). – Board Recommendation: “FOR”
  4. 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”
  5. 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

  1. A stockholder proposal regarding the reduction of director terms to one year, if properly presented (“Proposal Six”). – Board Recommendation: “AGAINST”
  2. A stockholder proposal regarding simple majority voting provisions in our governing documents, if properly presented (“Proposal Seven”). – Board Recommendation: “AGAINST”
  3. A stockholder proposal regarding annual reporting on anti-harassment and discrimination efforts, if properly presented (“Proposal Eight”). – Board Recommendation: “AGAINST”
  4. A stockholder proposal regarding the adoption of a freedom of association and collective bargaining policy, if properly presented (“Proposal Nine”). – Board Recommendation: “AGAINST”
  5. A stockholder proposal regarding reporting on effects and risks associated with electromagnetic radiation and wireless technologies, if properly presented (“Proposal Ten”). – Board Recommendation: “AGAINST”
  6. 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”
  7. 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.

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 reveals plans for Robotaxi charging hub in Austin

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Credit: Grok Imagine

Tesla has revealed plans through permit submissions for a massive Robotaxi charging hub in Austin, Texas.

Tesla plans to build the Supercharger hub in multiple phases, with the second phase potentially introducing wireless induction charging, something the company has been developing for the Robotaxi fleet.

Initially, 48 Tesla Robotaxi-geared Superchargers will be built on a lot just across from the St. Elmo, Texas, Service Center. There are about 80 additional spots that will not be impacted by phase 1 of the construction process.

Filings show that the second phase of the project will turn those 80 additional spots into wireless charging for Robotaxi, but it might be an error. The Key Notes state that item 3 is listed as “V4 Charging Cabinet to Support 80 Wireless Chargers in Phase 2. However, the drawings point to V3 Cabinets that are already tied to Superchargers:

There are roughly 128 total spots in the lot, but it is unclear if they will all be used for charging based on what appears to be some sort of typo in the blueprint.

This is among the first Robotaxi charging hubs Tesla has started to develop, as it currently has four others planned throughout various areas: one in Phoenix, one in San Antonio, another in Irving, which will serve the Dallas-Fort Worth area, and another in Las Vegas.

These projects are necessary as Tesla expands its Robotaxi program. Now that preparations have started for the public launch of Cybercab, Robotaxi will likely be expanding aggressively, especially over the next two to three years.

Last night, The Information reported that Tesla was planning to launch Cybercab as soon as the end of August. Hours later, Tesla then announced it was launching a competition for fans to potentially ride in Cybercab during its first public rides.

Tesla Cybercab launch preparations have begun

Tesla’s plan to expand its charging infrastructure in the regions where Robotaxi will initially operate is great preparation for the expanding service. There is still a lot to do, including launching the Cybercab on time.

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Tesla Semi gets its largest order yet

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Credit: Einride

Tesla got its largest order for the all-electric Class 8 Semi yet, a 500-unit order from Einride AB, a Swedish trucking company.

Einride made the announcement this morning following its second-quarter earnings call. The company said it plans to use 500 Tesla Semi units on its fleet intelligence platform, called Saga AI. The deployments will serve large companies like Amazon and will extend Einride’s electric freight network across logistics routes in California, New Jersey, Texas, Illinois, and Georgia.

The deployment is being carried out in several phases over the next two years as Tesla ramps production of the Semi at its dedicated production facility in Sparks, Nevada. Einride will receive its first Semi units in September.

Saga AI

Saga AI is Einride’s dedicated fleet intelligence platform. It enables scaled adoption of electric trucks for freight use and allows shippers to integrate electric capacity without the operational burden or capital risks of managing a fleet. This helps integrate cost-efficient logistics and makes budgeting and forecasting much more accurate.

Tesla Semi’s Adoption

The Tesla Semi is now gathering large-scale clients past those who have helped the company operate a Pilot Program to gain initial information and feedback from real-world drivers.

Perhaps the biggest and most notable is that of Frito-Lay and PepsiCo., who have worked with Tesla for the past several years to dial in the finer details of the truck, including its efficiency and operation-related components.

Tesla Semi gets strange-but-understandable comparison from Jay Leno

There has been tremendous progress in that time, and it even catalyzed Tesla to make some design changes, which were unveiled earlier this year.

But Einride CEO Roozbeh Charli says his company’s partnership with Tesla will continue to push those things forward:

“This deployment is yet another proof point that we can execute at the scale our customers demand. Working closely with Tesla to bring next-generation Semis into active operations quickly and at scale is a testament to the strength of that partnership, and how quickly this technology is maturing from promise to daily operations.”

Tesla Semi is already winning over truck drivers

Additionally, Dan Priestley, the Director of the Semi Program at Tesla, said the partnership is ideal due to Einride’s focus on sustainable transport:

“Einride is at the forefront of sustainable freight, and we are thrilled to deepen our relationship with them through this order of 500 Semis. EV heavy trucks provide lower costs per mile from fuel savings, reduced maintenance, and better uptime over diesel trucks. These savings increase further through operational efficiency when deploying EV trucks at scale, and we are excited that Einride recognizes this and look forward to supporting their deployments.” 

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India tells Elon Musk’s X to “Follow the Law” in latest censorship update

Elon Musk says X now exposes government censorship, but India’s secrecy laws complicate that promise.

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Elon Musk’s promise to make government censorship requests on X “clearly visible” is running into a wall in India, where the law forbids the very disclosure Musk is promising.

On August 15, Musk responded to an update from X’s open-source algorithm team by writing “Any censorship required by governments is now clearly visible.” The claim referred to a change X pushed two days earlier to its public xai-org/x-algorithm repository, which now includes a controversial filter written directly into the code. The filter suppresses posts from 665 accounts flagged by Brazil’s Superior Electoral Court from appearing in the For You feed of any viewer located in Brazil, unless the viewer already follows the account. The election tied to the filter is scheduled for October 4.

India’s government wasn’t as impressed, and responded on Monday that “X will have to follow the law of the land,” in response to Musk’s transparency push covered by the Times of India. The problem is structural rather than political. India issues content blocking orders under Section 69A of its IT Act, and Rule 16 of the accompanying 2009 Blocking Rules requires those orders to stay confidential. Publishing an India equivalent of the Brazil filter, naming specific accounts and citing specific government orders, would itself violate Indian law. Government use of Section 69A has grown from roughly 6,000 orders a year between 2018 and 2023 to about 24,300 in 2025, according to a Tech Times report.

Elon Musk shares details on X vs. Brazil conflict

The contrast puts Musk’s transparency pledge in an odd spot. It works largely as advertised in Brazil, where electoral law requires disclosure and X can point to specific account IDs and a specific court order in public code. It cannot work the same way in India, where the law requires the opposite. X users in India will keep seeing content disappear from search and their feeds without any public accounting of why, even as X tells the rest of the world that its censorship compliance is now inspectable.

This isn’t the first time X’s fights with a national government have shaped how the platform operates. Brazil’s Supreme Court ordered X to suspend the accounts of sitting lawmakers and journalists in 2024, a standoff that cost X its Brazilian revenue for months and froze Starlink’s local accounts before the investigation into Musk and X was closed in March with no evidence of wrongdoing found. X also sued California over a state law requiring moderation disclosures, arguing the mandate itself violated the First Amendment.

Whether India’s government pursues anything beyond a public statement remains to be seen. For now, the mismatch between what X can legally publish and what different governments legally allow it to publish is the real story behind Musk’s seven word claim.

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