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Tesla filing hints at potential 2022 annual shareholder meeting, stock split vote delay

Credit: Tesla China/Twitter

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Tesla (NASDAQ:TSLA) has filed a form 10-K/A with the United States Securities and Exchange Commission. The electric vehicle maker noted that it would be delaying the filing of its 2022 proxy statement for the 2022 annual meeting of stockholders, which was supposed to hit its deadline today. 

While the electric vehicle maker stated that it would not be filing its proxy statement for the 2022 annual shareholders meeting on time, Tesla did not provide a specific timeframe as to when the filing would be submitted. Expectations are high, however, that the delay in the proxy statement’s filing would also push back the date for Tesla’s 2022 annual shareholders meeting. 

Following is the relevant section in Tesla’s Form 10-K/A.  

We currently expect that our definitive proxy statement for the 2022 annual meeting of stockholders will be filed later than the 120th day after the end of the last fiscal year. Accordingly, this Amendment No. 1 to Form 10-K is being filed solely to: 

(1) amend Part III, Items 10, 11, 12, 13 and 14 of the Original Form 10-K to include the information required by such Items; 

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(2) delete the reference on the cover of the Original Form 10-K to the incorporation by reference of portions of our proxy statement into Part III of the Original Form 10-K; and 

(3) file new certifications of our principal executive officer and principal financial officer as exhibits to this Amendment under Item 15 of Part IV hereof, pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended.

This year’s annual shareholder meeting promises to be quite eventful for the company’s stockholders. Back in March, Tesla announced through its official Twitter account that it would be asking shareholders to vote on a potential stock split at the event. An 8-K filling provided further references to the company’s plans. 

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“On March 28, 2022, Tesla, Inc. announced its plan to request stockholder approval at the upcoming 2022 Annual Meeting of Stockholders for an increase in the number of authorized shares of common stock through an amendment to the Company’s Amended and Restated Certificate of Incorporation in order to enable a stock split of the Company’s common stock in the form of a stock dividend. Tesla’s Board of Directors has approved the management proposal, but the stock dividend will be contingent on final Board approval. 

“The Company’s definitive proxy statement relating to the Annual Meeting will include additional details regarding the Amendment, as well as the record date, date, and location of the Annual Meeting,” the filing read. 

Tesla’s last stock split was initiated in August 2020. At the time, Tesla performed a 5:1 split, which the company noted would make its “stock ownership more accessible to employees and investors.”

Disclaimer: I am long TSLA.

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 aims to combat common Full Self-Driving problem with new patent

Tesla writes in the patent that its autonomous and semi-autonomous vehicles are heavily reliant on camera systems to navigate and interact with their environment.

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Credit: @samsheffer | x

Tesla is aiming to combat a common Full Self-Driving problem with a new patent.

One issue with Tesla’s vision-based approach is that sunlight glare can become a troublesome element of everyday travel. Full Self-Driving is certainly an amazing technology, but there are still things Tesla is aiming to figure out with its development.

Unfortunately, it is extremely difficult to get around this issue, and even humans need ways to combat it when they’re driving, as we commonly use sunglasses or sun visors to give us better visibility.

Cameras obviously do not have these ways to fight sunglare, but a new patent Tesla recently had published aims to fight this through a “glare shield.”

Tesla writes in the patent that its autonomous and semi-autonomous vehicles are heavily reliant on camera systems to navigate and interact with their environment.

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The ability to see surroundings is crucial for accurate performance, and glare is one element of interference that has yet to be confronted.

Tesla described the patent, which will utilize “a textured surface composed of an array of micro-cones, or cone-shaped formations, which serve to scatter incident light in various directions, thereby reducing glare and improving camera vision.”

The patent was first spotted by Not a Tesla App.

The design of the micro-cones is the first element of the puzzle to fight the excess glare. The patent says they are “optimized in size, angle, and orientation to minimize Total Hemispherical Reflectance (THR) and reflection penalty, enhancing the camera’s ability to accurately interpret visual data.”

Additionally, there is an electromechanical system for dynamic orientation adjustment, which will allow the micro-cones to move based on the angle of external light sources.

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This is not the only thing Tesla is mulling to resolve issues with sunlight glare, as it has also worked on two other ways to combat the problem. One thing the company has discussed is a direct photon count.

CEO Elon Musk said during the Q2 Earnings Call:

“We use an approach which is direct photon count. When you see a processed image, so the image that goes from the sort of photon counter — the silicon photon counter — that then goes through a digital signal processor or image signal processor, that’s normally what happens. And then the image that you see looks all washed out, because if you point the camera at the sun, the post-processing of the photon counting washes things out.”

Future Hardware iterations, like Hardware 5 and Hardware 6, could also integrate better solutions for the sunglare issue, such as neutral density filters or heated lenses, aiming to solve glare more effectively.

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Delaware Supreme Court reinstates Elon Musk’s 2018 Tesla CEO pay package

The unanimous decision criticized the prior total rescission as “improper and inequitable,” arguing that it left Musk uncompensated for six years of transformative leadership at Tesla.

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

The Delaware Supreme Court has overturned a lower court ruling, reinstating Elon Musk’s 2018 compensation package originally valued at $56 billion but now worth approximately $139 billion due to Tesla’s soaring stock price. 

The unanimous decision criticized the prior total rescission as “improper and inequitable,” arguing that it left Musk uncompensated for six years of transformative leadership at Tesla. Musk quickly celebrated the outcome on X, stating that he felt “vindicated.” He also shared his gratitude to TSLA shareholders.

Delaware Supreme Court makes a decision

In a 49-page ruling Friday, the Delaware Supreme Court reversed Chancellor Kathaleen McCormick’s 2024 decision that voided the 2018 package over alleged board conflicts and inadequate shareholder disclosures. The high court acknowledged varying views on liability but agreed rescission was excessive, stating it “leaves Musk uncompensated for his time and efforts over a period of six years.”

The 2018 plan granted Musk options on about 304 million shares upon hitting aggressive milestones, all of which were achieved ahead of time. Shareholders overwhelmingly approved it initially in 2018 and ratified it once again in 2024 after the Delaware lower court struck it down. The case against Musk’s 2018 pay package was filed by plaintiff Richard Tornetta, who held just nine shares when the compensation plan was approved.

A hard-fought victory

As noted in a Reuters report, Tesla’s win avoids a potential $26 billion earnings hit from replacing the award at current prices. Tesla, now Texas-incorporated, had hedged with interim plans, including a November 2025 shareholder-approved package potentially worth $878 billion tied to Robotaxi and Optimus goals and other extremely aggressive operational milestones.

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The saga surrounding Elon Musk’s 2018 pay package ultimately damaged Delaware’s corporate appeal, prompting a number of high-profile firms, such as Dropbox, Roblox, Trade Desk, and Coinbase, to follow Tesla’s exodus out of the state. What added more fuel to the issue was the fact that Tornetta’s legal team, following the lower court’s 2024 decision, demanded a fee request of more than $5.1 billion worth of TSLA stock, which was equal to an hourly rate of over $200,000.

Delaware Supreme Court Elon Musk 2018 Pay Package by Simon Alvarez

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Tesla Cybercab tests are going on overdrive with production-ready units

Tesla is ramping its real-world tests of the Cybercab, with multiple sightings of the vehicle being reported across social media this week.

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Credit: @JT59052914/X

Tesla is ramping its real-world tests of the Cybercab, with multiple sightings of the autonomous two-seater being reported across social media this week. Based on videos of the vehicle that have been shared online, it appears that Cybercab tests are underway across multiple states.

Recent Cybercab sightings

Reports of Cybercab tests have ramped this week, with a vehicle that looked like a production-ready prototype being spotted at Apple’s Visitor Center in California. The vehicle in this sighting was interesting as it was equipped with a steering wheel. The vehicle also featured some changes to the design of its brake lights.

The Cybercab was also filmed testing at the Fremont factory’s test track, which also seemed to involve a vehicle that looked production-ready. This also seemed to be the case for a Cybercab that was spotted in Austin, Texas, which happened to be undergoing real-world tests. Overall, these sightings suggest that Cybercab testing is fully underway, and the vehicle is really moving towards production.

Production design all but finalized?

Recently, a near-production-ready Cybercab was showcased at Tesla’s Santana Row showroom in San Jose. The vehicle was equipped with frameless windows, dual windshield wipers, powered butterfly door struts, an extended front splitter, an updated lightbar, new wheel covers, and a license plate bracket. Interior updates include redesigned dash/door panels, refined seats with center cupholders, updated carpet, and what appeared to be improved legroom.

There seems to be a pretty good chance that the Cybercab’s design has been all but finalized, at least considering Elon Musk’s comments at the 2025 Annual Shareholder Meeting. During the event, Musk confirmed that the vehicle will enter production around April 2026, and its production targets will be quite ambitious. 

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