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

Credit: Tesla

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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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

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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

Don’t hesitate to contact us with news tips. Just send a message to simon@teslarati.com to give us a heads up.

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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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Cybertruck

Tesla updates Cybertruck owners about key Powershare feature

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Credit: Tesla

Tesla is updating Cybertruck owners on its timeline of a massive feature that has yet to ship: Powershare with Powerwall.

Powershare is a bidirectional charging feature exclusive to Cybertruck, which allows the vehicle’s battery to act as a portable power source for homes, appliances, tools, other EVs, and more. It was announced in late 2023 as part of Tesla’s push into vehicle-to-everything energy sharing, and acting as a giant portable charger is the main advantage, as it can provide backup power during outages.

Cybertruck’s Powershare system supports both vehicle-to-load (V2L) and vehicle-to-home (V2H), making it flexible and well-rounded for a variety of applications.

However, even though the feature was promised with Cybertruck, it has yet to be shipped to vehicles. Tesla communicated with owners through email recently regarding Powershare with Powerwall, which essentially has the pickup act as an extended battery.

Powerwall discharge would be prioritized before tapping into the truck’s larger pack.

However, Tesla is still working on getting the feature out to owners, an email said:

“We’re writing to let you know that the Powershare with Powerwall feature is still in development and is now scheduled for release in mid-2026. 

This new release date gives us additional time to design and test this feature, ensuring its ability to communicate and optimize energy sharing between your vehicle and many configurations and generations of Powerwall. We are also using this time to develop additional Powershare features that will help us continue to accelerate the world’s transition to sustainable energy.”

Owners have expressed some real disappointment in Tesla’s continuous delays in releasing the feature, as it was expected to be released by late 2024, but now has been pushed back several times to mid-2026, according to the email.

Foundation Series Cybertruck buyers paid extra, expecting the feature to be rolled out with their vehicle upon pickup.

Cybertruck’s Lead Engineer, Wes Morrill, even commented on the holdup:

He said that “it turned out to be much harder than anticipated to make powershare work seamlessly with existing Powerwalls through existing wall connectors. Two grid-forming devices need to negotiate who will form and who will follow, depending on the state of charge of each, and they need to do this without a network and through multiple generations of hardware, and test and validate this process through rigorous certifications to ensure grid safety.”

It’s nice to see the transparency, but it is justified for some Cybertruck owners to feel like they’ve been bait-and-switched.

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Tesla’s northernmost Supercharger in North America opens

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Credit: Tesla

Tesla has opened its northernmost Supercharger in Fairbanks, Alaska, with eight V4 stalls located in one of the most frigid cities in the U.S.

Located just 196 miles from the Arctic Circle, Fairbanks’s average temperature for the week was around -12 degrees Fahrenheit. However, there are plenty of Tesla owners in Alaska who have been waiting for more charging options out in public.

There are only 36 total Supercharger stalls in Alaska, despite being the largest state in the U.S.

Eight Superchargers were added to Fairbanks, which will eventually be a 48-stall station. Tesla announced its activation today:

The base price per kWh is $0.43 at the Fairbanks Supercharger. Thanks to its V4 capabilities, it can charge at speeds up to 325 kW.

Despite being the northernmost Supercharger in North America, it is not even in the Top 5 northernmost Superchargers globally, because Alaska is south of Norway. The northernmost Supercharger is in Honningsvåg, Norway. All of the Top 5 are in the Scandanavian country.

Tesla’s Supercharger expansion in 2025 has been impressive, and although it experienced some early-quarter slowdowns due to V3-to-V4 hardware transitions, it has been the company’s strongest year for deployments.

Through the three quarters of 2025, the company has added 7,753 stations and 73,817 stalls across the world, a 16 percent increase in stations and an 18 percent increase in stalls compared to last year.

Tesla is on track to add over 12,000 stalls for the full year, achieving an average of one new stall every hour, an impressive statistic.

Recently, the company wrapped up construction at its Supercharger Oasis in Lost Hills, California, a 168-stall Supercharger that Tesla Solar Panels completely power. It is the largest Supercharger in the world.

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Tesla shocks with latest Robotaxi testing move

Why Tesla has chosen to use a couple of Model S units must have a reason; the company is calculated in its engineering and data collection efforts, so this is definitely more than “we just felt like giving our drivers a change of scenery.”

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Credit: Sawyer Merritt | X

Tesla Model S vehicles were spotted performing validation testing with LiDAR rigs in California today, a pretty big switch-up compared to what we are used to seeing on the roads.

Tesla utilizes the Model Y crossover for its Robotaxi fleet. It is adequately sized, the most popular vehicle in its lineup, and is suitable for a wide variety of applications. It provides enough luxury for a single rider, but enough room for several passengers, if needed.

However, the testing has seemingly expanded to one of Tesla’s premium flagship offerings, as the Model S was spotted with the validation equipment that is seen entirely with Model Y vehicles. We have written several articles on Robotaxi testing mules being spotted across the United States, but this is a first:

Why Tesla has chosen to use a couple of Model S units must have a reason; the company is calculated in its engineering and data collection efforts, so this is definitely more than “we just felt like giving our drivers a change of scenery.”

It seems to hint that Tesla could add a premium, more luxury offering to its Robotaxi platform eventually. Think about it: Uber has Uber Black, Lyft has Lyft Black. These vehicles and services are associated with a more premium cost as they combine luxury models with more catered transportation options.

Tesla could be testing the waters here, and it could be thinking of adding the Model S to its fleet of ride-hailing vehicles.

Reluctant to remove the Model S from its production plans completely despite its low volume contributions to the overall mission of transitioning the world to sustainable energy, the flagship sedan has always meant something. CEO Elon Musk referred to it, along with its sibling Model X, as continuing on production lines due to “sentimental reasons.”

However, its purpose might have been expanded to justify keeping it around, and why not? It is a cozy, premium offering, and it would be great for those who want a little more luxury and are willing to pay a few extra dollars.

Of course, none of this is even close to confirmed. However, it is reasonable to speculate that the Model S could be a potential addition to the Robotaxi fleet. It’s capable of all the same things the Model Y is, but with more luxuriousness, and it could be the perfect addition to the futuristic fleet.

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