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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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

“There’s a model that’s an order of magnitude larger that will be deployed in January or February 2026.”

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Credit: Tesla

Tesla Full Self-Driving’s newest model is coming very soon, and from what it sounds like, it could be “the last big piece of the puzzle,” as CEO Elon Musk said in late November.

During the xAI Hackathon on Tuesday, Musk was available for a Q&A session, where he revealed some details about Robotaxi and Tesla’s plans for removing Robotaxi Safety Monitors, and some information on a future FSD model.

While he said Full Self-Driving’s unsupervised capability is “pretty much solved,” and confirmed it will remove Safety Monitors in the next three weeks, questions about the company’s ability to give this FSD version to current owners came to mind.

Musk said a new FSD model is coming in about a month or two that will be an order-of-magnitude larger and will include more reasoning and reinforcement learning.

He said:

“There’s a model that’s an order of magnitude larger that will be deployed in January or February 2026. We’re gonna add a lot of reasoning and RL (reinforcement learning). To get to serious scale, Tesla will probably need to build a giant chip fab. To have a few hundred gigawatts of AI chips per year, I don’t see that capability coming online fast enough, so we will probably have to build a fab.”

It rings back to late November when Musk said that v14.3 “is where the last big piece of the puzzle finally lands.”

With the advancements made through Full Self-Driving v14 and v14.2, there seems to be a greater confidence in solving self-driving completely. Musk has also personally said that driver monitoring has been more relaxed, and looking at your phone won’t prompt as many alerts in the latest v14.2.1.

This is another indication that Tesla is getting closer to allowing people to take their eyes off the road completely.

Along with the Robotaxi program’s success, there is evidence that Tesla could be close to solving FSD. However, it is not perfect. We’ve had our own complaints with FSD, and although we feel it is the best ADAS on the market, it is not, in its current form, able to perform everything needed on roads.

But it is close.

That’s why there is some legitimate belief that Tesla could be releasing a version capable of no supervision in the coming months.

All we can say is, we’ll see.

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Investor's Corner

SpaceX IPO is coming, CEO Elon Musk confirms

However, it appears Musk is ready for SpaceX to go public, as Ars Technica Senior Space Editor Eric Berger wrote an op-ed that indicated he thought SpaceX would go public soon. Musk replied, basically confirming it.

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elon musk side profile
Joel Kowsky, Public domain, via Wikimedia Commons

Elon Musk confirmed through a post on X that a SpaceX initial public offering (IPO) is on the way after hinting at it several times earlier this year.

It also comes one day after Bloomberg reported that SpaceX was aiming for a valuation of $1.5 trillion, adding that it wanted to raise $30 billion.

Musk has been transparent for most of the year that he wanted to try to figure out a way to get Tesla shareholders to invest in SpaceX, giving them access to the stock.

He has also recognized the issues of having a public stock, like litigation exposure, quarterly reporting pressures, and other inconveniences.

However, it appears Musk is ready for SpaceX to go public, as Ars Technica Senior Space Editor Eric Berger wrote an op-ed that indicated he thought SpaceX would go public soon.

Musk replied, basically confirming it:

Berger believes the IPO would help support the need for $30 billion or more in capital needed to fund AI integration projects, such as space-based data centers and lunar satellite factories. Musk confirmed recently that SpaceX “will be doing” data centers in orbit.

AI appears to be a “key part” of SpaceX getting to Musk, Berger also wrote. When writing about whether or not Optimus is a viable project and product for the company, he says that none of that matters. Musk thinks it is, and that’s all that matters.

It seems like Musk has certainly mulled something this big for a very long time, and the idea of taking SpaceX public is not just likely; it is necessary for the company to get to Mars.

The details of when SpaceX will finally hit that public status are not known. Many of the reports that came out over the past few days indicate it would happen in 2026, so sooner rather than later.

But there are a lot of things on Musk’s plate early next year, especially with Cybercab production, the potential launch of Unsupervised Full Self-Driving, and the Roadster unveiling, all planned for Q1.

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Tesla adds 15th automaker to Supercharger access in 2025

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tesla supercharger
Credit: Tesla

Tesla has added the 15th automaker to the growing list of companies whose EVs can utilize the Supercharger Network this year, as BMW is the latest company to gain access to the largest charging infrastructure in the world.

BMW became the 15th company in 2025 to gain Tesla Supercharger access, after the company confirmed to its EV owners that they could use any of the more than 25,000 Supercharging stalls in North America.

Newer BMW all-electric cars, like the i4, i5, i7, and iX, are able to utilize Tesla’s V3 and V4 Superchargers. These are the exact model years, via the BMW Blog:

  • i4: 2022-2026 model years
  • i5: 2024-2025 model years
    • 2026 i5 (eDrive40 and xDrive40) after software update in Spring 2026
  • i7: 2023-2026 model years
  • iX: 2022-2025 model years
    • 2026 iX (all versions) after software update in Spring 2026

With the expansion of the companies that gained access in 2025 to the Tesla Supercharger Network, a vast majority of non-Tesla EVs are able to use the charging stalls to gain range in their cars.

So far in 2025, Tesla has enabled Supercharger access to:

  • Audi
  • BMW
  • Genesis
  • Honda
  • Hyundai
  • Jaguar Land Rover
  • Kia
  • Lucid
  • Mercedes-Benz
  • Nissan
  • Polestar
  • Subaru
  • Toyota
  • Volkswagen
  • Volvo

Drivers with BMW EVs who wish to charge at Tesla Superchargers must use an NACS-to-CCS1 adapter. In Q2 2026, BMW plans to release its official adapter, but there are third-party options available in the meantime.

They will also have to use the Tesla App to enable Supercharging access to determine rates and availability. It is a relatively seamless process.

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