Connect with us

News

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

Credit: Tesla

Published

on

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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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. 

Advertisement

“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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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

  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

Advertisement

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.

Advertisement
Comments

News

Tesla ‘Killer’ heads to the graveyard as AFEELA taps out

SHM has officially discontinued development of its highly anticipated AFEELA electric vehicles. On March 25, the joint venture between Sony and Honda announced it would halt the AFEELA 1 luxury sedan and a planned SUV model.

Published

on

Credit: AFEELA/X

There have been many Tesla “Killers” over the years, all of which have either failed to dethrone the automaker from its dominance in the United States, or even make it to the market altogether.

The Sony Honda Mobility (SHM) project, known as AFEELA, is the latest to make it to the grave, as the company announced its intentions to abandon the project earlier this week, Bloomberg reported.

SHM has officially discontinued development of its highly anticipated AFEELA electric vehicles. On March 25, the joint venture between Sony and Honda announced it would halt the AFEELA 1 luxury sedan and a planned SUV model.

The decision follows Honda’s March 12 reassessment of its electrification strategy, which scrapped several upcoming EV programs amid slowing demand, high costs, and shifting market conditions.

SHM stated that it could no longer rely on key Honda technologies and manufacturing assets, leaving “no viable path forward.” Reservation fees for early buyers in California are being fully refunded, and the joint venture’s future is now under review.

Launched with fanfare in 2022, the AFEELA was positioned as a tech-forward premium EV blending Honda’s engineering reliability with Sony’s entertainment and AI expertise.

Prototypes featured advanced autonomous driving systems, immersive in-cabin displays, and even PlayStation integration, earning it early media labels as a potential “Tesla Killer.”

No more “Tesla Killers:” It’s becoming increasingly difficult to distinguish the “EV market” from the mainstream auto segment

Priced around $90,000, the sedan was slated for limited production at Honda’s Ohio plant with deliveries targeted for late 2026. Industry watchers saw it as a serious challenger to Tesla’s dominance in software, connectivity, and premium appeal.

Yet, like many ambitious EV projects, it fell victim to broader industry headwinds: softening consumer demand, persistent high interest rates, and intense competition from established players.

The AFEELA joins a long list of vehicles once hyped as “Tesla Killers” that failed to deliver. In the late 2010s, Fisker’s second act, the Ocean SUV, promised stylish design and solid-state battery tech but collapsed into bankruptcy in 2024 after production delays, quality issues, and financial shortfalls.

Faraday Future poured billions into the FF 91 luxury sedan, touting it as a hyper-tech rival with unmatched performance and features; the company delivered fewer than 100 vehicles before fading into obscurity.

Lordstown Motors’ Endurance electric pickup generated massive pre-order buzz and Wall Street excitement but imploded after exaggerated range claims, a factory sale, and eventual bankruptcy.

Even Lucid Motors’ Air sedan, frequently called a Tesla slayer for its superior range and luxury, has struggled with sluggish sales and missed growth targets despite strong reviews.

Lucid unveils Lunar Robotaxi in bid to challenge Tesla’s Cybercab in the autonomous ride hailing race

Rivian’s R1T and R1S trucks enjoyed similar early acclaim and a blockbuster IPO, yet production ramp-up challenges and profitability woes have prevented it from dethroning Tesla.

The AFEELA’s quiet demise underscores a harsh reality in the EV sector. While Tesla’s first-mover advantage in software, charging infrastructure, and brand loyalty remains formidable, legacy automakers and tech newcomers alike continue to underestimate the complexities of scaling affordable, desirable electric vehicles.

As market realities force tough choices, the graveyard of “Tesla Killers” grows longer, another reminder that innovation alone is rarely enough to topple an established leader.

Continue Reading

Elon Musk

TIME honors SpaceX’s Gwynne Shotwell: From employee No. 7 to world’s most valuable company

Time Magazine honors Gwynne Shotwell as SpaceX reaches a $1.25 trillion valuation and eyes its IPO.

Published

on

By

TIME Magazine has put SpaceX President and COO Gwynne Shotwell on its cover, and the timing could not be more fitting. Published today, the profile of Shotwell arrives at a moment when the company she has quietly run for more than two decades stands at the center of the most consequential developments in aerospace, artificial intelligence, and the future of human civilization.

Shotwell joined SpaceX in 2002 as its seventh employee and has never stopped expanding her role. She oversees day-to-day operations across multiple executive teams spanning Falcon, Starlink, Starship, and now xAI following SpaceX’s February 2026 merger with Elon Musk’s artificial intelligence company, a deal that made SpaceX the world’s most valuable private company at a reported valuation of $1.25 trillion. A highly anticipated IPO is expected in the second quarter of 2026.

Will Tesla join the fold? Predicting a triple merger with SpaceX and xAI

Her track record is historic. She oversaw the first landing of an orbital rocket’s first stage, the first reuse and re-landing of an orbital booster, and the first private crewed launch to Earth orbit in May 2020. She built the Falcon launch manifest from nothing to more than 170 contracted missions representing over $20 billion in business. Under her operational leadership, SpaceX completed 96 successful missions in 2023 alone and has now flown more than 20 crewed Falcon 9 missions. Starlink, which she championed as a financial pillar of the company long before it was a mainstream topic, now connects tens of millions of users worldwide and provided a critical communications lifeline to Ukraine following the 2022 invasion.

Elon Musk has never been shy about what Shotwell means to him and to SpaceX. When she shared her vision for worldwide internet connectivity through Starlink, Musk responded on X with a simple statement, “Gwynne is awesome.” It is a sentiment that has been echoed across the industry. NASA Administrator Bill Nelson once said of Musk: “One of the most important decisions he made, as a matter of fact, is he picked a president named Gwynne Shotwell. She runs SpaceX. She is excellent.”


Now, with Starship targeting its first crewed lunar landing under the Artemis program by 2028, an xAI integration underway, and a pending IPO that could reshape capital markets, Shotwell’s mandate has never been larger. She told Time that 18 Starships are already in various stages of construction at Starbase. “By 2028,” she said, gesturing across the factory floor, “these should be long gone. They better have flown by then.” If Shotwell’s history at SpaceX is any guide, they will.

Continue Reading

Elon Musk

SpaceX’s IPO might arrive sooner than you think

Musk has hinted for years that an eventual public offering was inevitable, though he has stressed the need to maintain operational focus. Insiders have told outlets that the CEO is pushing for a significant retail investor allocation, reportedly more than 20 percent of shares, and tighter lock-up periods to limit early selling pressure.

Published

on

Credit: SpaceX | X

Elon Musk’s SpaceX is on the verge of one of the most anticipated Initial Public Offerings (IPO) in history.

However, a new report from The Information indicates the rocket and satellite giant is aiming to file its IPO prospectus with U.S. regulators as soon as this week, or early next week at the latest.

People familiar with the plans told The Information that advisers involved in the process expect the IPO could raise more than 75 billion dollars, potentially making it the largest stock market debut ever and eclipsing Saudi Aramco’s 29.4 billion dollar offering in 2019.

The filing would mark the formal start of what has long been rumored: SpaceX’s transition from a closely held private powerhouse to a publicly traded company.

The timing aligns with earlier signals.

In late February, Bloomberg reported that SpaceX was targeting a confidential IPO filing in March and a possible public listing in June, with a valuation north of 1.75 trillion dollars. At the time, the company’s private valuation hovered around 1.25 trillion dollars.

SpaceX considering confidential IPO filing this March: report

Starlink, SpaceX’s satellite internet constellation, has been the primary driver of that surge, now serving millions of customers worldwide and generating steady revenue. Recent Starship test flights and a record pace of Falcon launches have further bolstered investor confidence.

Musk has hinted for years that an eventual public offering was inevitable, though he has stressed the need to maintain operational focus. Insiders have told outlets that the CEO is pushing for a significant retail investor allocation, reportedly more than 20 percent of shares, and tighter lock-up periods to limit early selling pressure.

A June listing would give SpaceX immediate access to public capital markets at a moment when demand for space-related stocks remains high. It would also allow early employees and long-time investors to cash out portions of their stakes while giving everyday shareholders a chance to own a piece of the company behind reusable rockets, global broadband, and NASA contracts.

Of course, nothing is certain until the SEC filing appears. Market conditions, regulatory reviews, and Musk’s own schedule could still shift timelines.

Yet the latest word from The Information suggests the window has opened. If the filing lands this week, SpaceX’s roadshow could begin in earnest within weeks, setting the stage for what many analysts already call the IPO of the decade.

Continue Reading