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Tesla investors to vote on Texas incorporation, ratification of Musk’s 2018 comp plan at 2024 annual meeting
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be able to vote to ratify Elon Musk’s 2018 compensation plan in the 2024 annual meeting of stockholders, which was rescinded by a Delaware court earlier this year.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ruling in Tornetta v. Musk (which can be found as Annex I to this Proxy Statement) struck down one of your votes and rescinded the pay package that an overwhelming majority of you voted to grant to our CEO, Elon Musk, in 2018.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.
Tesla Proposals
- 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”
- A Tesla proposal to approve executive compensation on a non-binding advisory basis (“Proposal Two”). – Board Recommendation: “FOR”
- A Tesla proposal to approve the redomestication of Tesla from Delaware to Texas by conversion (“Proposal Three”). – Board Recommendation: “FOR”
- 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”
- 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
- A stockholder proposal regarding the reduction of director terms to one year, if properly presented (“Proposal Six”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding simple majority voting provisions in our governing documents, if properly presented (“Proposal Seven”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding annual reporting on anti-harassment and discrimination efforts, if properly presented (“Proposal Eight”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding the adoption of a freedom of association and collective bargaining policy, if properly presented (“Proposal Nine”). – Board Recommendation: “AGAINST”
- A stockholder proposal regarding reporting on effects and risks associated with electromagnetic radiation and wireless technologies, if properly presented (“Proposal Ten”). – Board Recommendation: “AGAINST”
- 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”
- 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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Tesla Cybercab launch is imminent after latest sighting at Giga Texas
Tesla just gave what is perhaps its biggest signal yet that the launch of the Cybercab, its autonomous ride-hailing-geared car, is imminent.
The Cybercab has been spotted outside of Gigafactory Texas in massive numbers over the past few days, with hundreds of units being stored on property just days after the vehicle received a Certificate of Conformity from the EPA.
Today, things were a bit different.
Cybercabs spotted on Giga Texas property today had an addition: a Cybercab decal on the side, reminiscent of the “Robotaxi” ones that were placed on Model Ys just as the company launched its ride-sharing platform about a year ago.
Giga Texas drone operator Joe Tegtmeyer noticed the change today:
Tesla Cybercabs are now getting “Cybercab” logos on the side of them!
Tesla did the same with Model Ys that were given “Robotaxi” logos: https://t.co/DanANtw1m7 pic.twitter.com/FqOhH0S9Ks
— TESLARATI (@Teslarati) June 19, 2026
Tesla could be signaling that the Cybercab is preparing to enter the Robotaxi fleet in the coming weeks or months with this move. It seems more symbolic than anything; Tesla is ready to throw Cybercabs in the ride-hailing platform just as it did with Model Ys last year.
The addition of the Certificate of Conformity awarded to the Cybercab is another major factor working to Tesla’s advantage. The company now has permission from the EPA to allow the vehicle to operate on public roads and enter the chain of commerce. It’s officially street legal.
Tesla Cybercab specs revealed: range, curb weight, range ratings, and more
The big question that remains is whether Tesla will be able to operate the car without a safety monitor, especially considering it plans to put the car out there without a steering wheel or pedals. With the Cybercab only having a seating capacity of two, it is hard to believe Tesla will even consider putting a Safety Monitor in the car.
It did recently self-certify as Level 4 and has the ability to operate driverless vehicles in the State of Texas under a law that took effect on May 28. You can read more about that here:
Tesla’s Robotaxi dreams just took a massive step toward reality
We’d imagine Cybercabs will be on the roads as soon as July, but August will likely be a better estimate of when the car will be entered into the Cybercab fleet. It all depends at where Tesla is, as they’ve truly prioritized safety with the rollout of the Robotaxi platform.
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Elon Musk says this part of Tesla ‘makes no sense’
Elon Musk has publicly questioned Moody’s credit assessments following the rating agency’s decision to assign SpaceX a Baa1 investment-grade rating, two notches above Tesla’s Baa3. The comments came amid discussions comparing the two companies’ financial profiles.
SpaceX earned its first-time Baa1 rating with a stable outlook from Moody’s. The agency highlighted the company’s leadership in orbital launches, the growing recurring revenue from its Starlink satellite network, strong vertical integration, U.S. government contracts, and emerging opportunities in AI infrastructure.
These factors were cited as supporting robust cash flows, margin expansion, and financial flexibility.
Musk responded directly: “Tesla’s credit rating is ridiculously low tbh,” and added, “Yeah, makes no sense. Tesla has over $40B in cash, no debt, and is consistently profitable!” His remarks underscored Tesla’s balance sheet strength and profitability at a time when many traditional automakers continue to report losses in the shift to electric vehicles.
Yeah, makes no sense.
Tesla has over $40B in cash, no debt and is consistently profitable!
— Elon Musk (@elonmusk) June 19, 2026
Tesla maintains a leading position in the global EV market, with diversification into energy and storage, battery technology, and robotics through projects like Optimus. Recent financial updates show the company generated positive free cash flow of $1.4 billion in Q1 2026, supported by operating cash flow of $3.9 billion. Cash and short-term investments stood at approximately $44.7 billion.
Moody’s has affirmed Tesla’s Baa3 issuer rating with a stable outlook in periodic reviews, acknowledging the company’s EV leadership, technology strengths, including AI for autonomous vehicles, solid profitability, and strong liquidity.
Tesla (TSLA) scores Baa3 Moody’s rating for ‘stable’ outlook
However, the agency has also noted challenges in the automotive segment and expectations for margin pressures.
Musk’s critique highlights a common debate about how traditional rating methodologies apply to high-growth, capital-intensive technology companies. SpaceX benefits from long-term government-backed contracts and diversified, recurring revenue streams, while Tesla’s valuation reflects heavy investment in future technologies such as autonomy and robotics.
Both ratings remain investment-grade, yet the one-notch difference has fueled online discussion about potential inconsistencies in evaluating innovative firms.
The exchange comes as SpaceX explores financing options following its recent valuation milestones, while Tesla continues executing on its multi-year roadmap. Musk’s pointed response serves as a reminder that credit ratings, though influential for borrowing costs, represent one lens through which markets assess corporate strength—and that company leaders often view their financial positions through the lens of long-term innovation and cash generation rather than short-term risk metrics alone.
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Tesla Full Self-Driving faces major pushback in Europe
A new report from Reuters claims that a transport authority in Sweden is pushing back against the approval of Tesla’s Full Self-Driving suite because it will travel over speed limits.
The report says the Swedish Transport Administration (TRV) recommends the European Union votes against FSD’s approval. TRV believes it should not be approved until Tesla disables FSD’s ability to speed.
TRV sent a letter to the European Union’s Technical Committee on Motor Vehicles (TCMV), which is set to meet on June 30 to discuss the potential approval of the Tesla FSD suite in the country. Tesla, which has received various approvals in Europe over the past two months, has not provided a comment.
Teslas operating on FSD do travel over the speed limit, depending on the Speed Profile that is chosen. Drivers have the ability to disengage FSD at any point; Tesla specifically states that those supervising the suite are responsible for its actions.
Let’s cut to the chase: humans operating any vehicle speed almost daily in the United States. Realistically, speed limits in the U.S. are more frequently treated as speed minimums. However, other countries are different, and driving behaviors are less aggressive.
TRV believes that “allowing automated systems to systematically exceed legal speed limits…risks undermining both the legal framework and the expected safety benefits of vehicle automation,” the report stated. It’s surprising that Tesla has not received this claim from other countries previously.
This could be a good argument to bring Max Speed back, the setting that previously allowed the driver to choose the absolute fastest the car would travel.
This would still put the responsibility of supervision in the hands of the driver. It would allow the driver to choose whether the car would travel over the speed limit or not, acknowledging that they set the speed, and if they get pulled over, there would be no ability to argue it.
However, it does not seem as if this is something Tesla will do, especially considering many U.S. drivers have requested the feature in an effort to eliminate speeding or at least tone it down. The company has not shown any interest in bringing it back.
Tesla has approvals for FSD in Europe in Estonia, Lithuania, Denmark, the Netherlands, and Belgium.