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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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

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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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

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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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SpaceX reveals date for maiden Starship v3 launch

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Credit: SpaceX

SpaceX has revealed the date for the maiden voyage of Starship v3, its newest and most advanced version of the rocket yet.

Starship v3 represents a significant leap forward. At 124 meters tall when fully stacked, it stands taller than previous versions and boasts substantial upgrades.

The vehicle incorporates next-generation Raptor 3 engines, which deliver higher thrust, improved reliability, and simplified designs with fewer parts. Both the Super Heavy booster (Booster 19) and the Starship upper stage (Ship 39) feature these enhancements, along with structural improvements for greater payload capacity—exceeding 100 metric tons to low Earth orbit in reusable configuration.

SpaceX and its CEO Elon Musk have announced that the company aims to push the first launch of Starship v3 this Thursday. Musk included some clips of past Starship launches with the announcement.

There are a lot of improvements to Starship v3 from past builds. Key hardware changes include a more robust heat shield, upgraded avionics, and modifications optimized for orbital refueling, a critical technology for future missions to the Moon and Mars. This flight marks the first launch from Starbase’s second orbital pad, allowing parallel operations and accelerating the cadence of tests.

This will be the 12th Starship launch for SpaceX. Flight 12 objectives include a full ascent profile, hot-staging separation, in-space engine relights, and reentry testing. The booster is expected to perform a controlled splashdown in the Gulf of Mexico, while the ship will deploy 20 Starlink simulator satellites and a pair of modified Starlink V3 units before attempting reentry.

Success would validate V3’s design for operational use, paving the way for rapid reusability and higher flight rates.

The rapid evolution from V2 to V3 underscores SpaceX’s iterative approach. Previous flights demonstrated booster catches, ship landings, and heat shield advancements. V3 builds on these with nearly every component refined, supported by an expanding production line at Starbase that churns out vehicles at an unprecedented pace.

Starship V3 is here putting SpaceX closer to Mars than it has ever been

This launch comes amid growing momentum for SpaceX’s ambitious goals. Starship is central to NASA’s Artemis program for lunar landings and Elon Musk’s vision of making humanity multiplanetary. A successful V3 debut would boost confidence in achieving orbital refueling and crewed missions in the coming years.

As excitement builds, enthusiasts and engineers alike await liftoff. Weather and technical readiness will determine the exact timing, but the community is optimistic. Starship V3 is poised to push the boundaries of spaceflight once again, bringing reusable interplanetary transport closer to reality.

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Elon Musk breaks silence on OpenAI trial decision

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Gage Skidmore, CC BY-SA 4.0 , via Wikimedia Commons

Elon Musk broke his silence regarding the jury decision to throw out the case against OpenAI and Sam Altman. The Tesla, SpaceX, and xAI frontman has already indicated that an appeal will be filed regarding the decision, which went against him yesterday.

A Federal jury dismissed this high-profile lawsuit after less than two hours of deliberation due to a statute-of-limitations issue.

In a strongly worded post on X on May 18, Musk addressed the federal jury’s dismissal of his high-profile lawsuit against OpenAI, vowing to appeal the ruling to the Ninth Circuit Court of Appeals. The decision, according to Musk, was centered not on the substantive claims but on a statute-of-limitations technicality.

Musk’s lawsuit, filed in 2024, accused OpenAI co-founders Sam Altman and Greg Brockman of breaching the organization’s original nonprofit mission. OpenAI was established in 2015 as a non-profit dedicated to developing artificial intelligence for the benefit of all humanity, with Musk as a key early donor and co-founder before departing in 2018.

Musk alleged that Altman and Brockman improperly shifted the company toward a for-profit model, enriched themselves through massive valuations and partnerships (including with Microsoft), and betrayed founding agreements.

In his post, Musk emphasized that the judge and jury “never actually ruled on the merits of the case, just on a calendar technicality.” He stated unequivocally: “There is no question to anyone following the case in detail that Altman & Brockman did in fact enrich themselves by stealing a charity. The only question is WHEN they did it!”

Musk argued that allowing such actions to stand without review sets a dangerous precedent. “I will be filing an appeal with the Ninth Circuit, because creating a precedent to loot charities is incredibly destructive to charitable giving in America,” he wrote. He reiterated OpenAI’s founding purpose: “OpenAI was founded to benefit all of humanity.”

The jury’s unanimous advisory verdict found that Musk’s claims of breach of charitable trust and unjust enrichment were filed outside California’s three-year statute of limitations. U.S. District Judge Yvonne Gonzalez Rogers adopted the finding and dismissed the case. OpenAI hailed the outcome as vindication, while Musk’s legal team immediately signaled plans to appeal.

The trial, which featured testimony from Musk, Altman, Brockman, Microsoft CEO Satya Nadella, and others, exposed deep rifts in Silicon Valley over AI’s direction.

Musk has long warned that profit-driven AI development, especially with closed models and powerful corporate ties, risks endangering humanity—contrasting it with OpenAI’s original open, safety-focused charter. OpenAI countered that the suit stemmed from business rivalry and that Musk himself had explored for-profit paths earlier.

Musk’s appeal could prolong the saga, potentially affecting OpenAI’s valuation (reportedly over $800 billion) and IPO ambitions. Supporters view his stance as defending nonprofit integrity, while critics see it as sour grapes from a competitor whose own xAI is racing in the AI arena.

Regardless of the legal outcome, the case has spotlighted critical questions about trust, governance, and mission drift in the rapidly evolving AI industry. Musk’s willingness to fight on suggests this chapter is far from closed, with broader implications for how charitable organizations—and the tech giants born from them—operate in the future.

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NASA updated Artemis III and SpaceX’s role just got more complicated

SpaceX’s Starship is the key to NASA’s Moon plan and the timeline is already slipping.

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SpaceX has been at the center of NASA’s Moon ambitions for five years, and the updated Artemis III plan recently released by NASA makes that relationship more visible than ever. In April 2021, NASA awarded SpaceX a $2.89 billion contract to develop the Starship Human Landing System, selecting it as the sole provider to land astronauts on the Moon under Artemis III. Blue Origin filed legal protests, lost, and eventually received its own contract, but SpaceX was always the program’s primary lander contractor.

The original plan called for Starship to land two astronauts on the lunar south pole. That mission slipped as Starship development ran behind schedule, and in February 2026, NASA officially revised the Artemis III architecture entirely. The mission will now remain in low Earth orbit and serve as a crewed rendezvous and docking test between the Orion spacecraft and both the SpaceX Starship HLS pathfinder and Blue Origin’s Blue Moon Mark 2 pathfinder, with the actual Moon landing pushed to Artemis IV in 2028.

What makes SpaceX’s position particularly significant is the direct line between this week’s Starship V3 launch and the Artemis timeline. The Starship HLS is essentially a modified version of the V3 upper stage, meaning SpaceX cannot realistically prepare a lander for a 2027 docking test until it has demonstrated that the base vehicle flies reliably at scale. Flight 12, targeting this week, is the first data point in that sequence.

SpaceX Board has set a Mars bonus for Elon Musk

NASA has spent nearly $7 billion on Human Landing System development since awarding contracts to SpaceX and Blue Origin in 2021 and 2023, and NASA administrator Jared Isaacman has indicated a desire to drive down costs going forward. As Teslarati reported, before Starship HLS can put anyone on the Moon it has to solve a problem no rocket has demonstrated at scale, which is refueling in orbit, requiring approximately ten tanker launches worth of propellant loaded into a depot before the lander has enough fuel to reach the lunar surface.

The Artemis III mission described by NASA is essentially a stress test for every system that needs to work before any of that happens.

SpaceX has gone from a launch contractor to the single most critical hardware provider in America’s return-to-the-Moon program. With an IPO targeting a $1.75 trillion valuation and Elon Musk’s compensation tied directly to Mars colonization, the pressure on every Starship milestone between now and 2028 has never been higher.

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