Investor's Corner
Tesla selects Oracle founder as new board member in “home run” appointment
Tesla shares (NASDAQ:TSLA) are up on Friday amidst the company’s appointment of Oracle Corp. founder Larry Ellison and Walgreens Boots Alliance’s Global Chief Human Resources Officer Kathleen Wilson-Thompson as the newest members of its board of directors. Wall Street appears to have responded well to Tesla’s selection, with analysts dubbing it as a “home run” and as a “strong step forward” for Elon Musk and Tesla.
In a note on Friday, Wedbush analyst Daniel Ives, who has an “Outperform” rating and a $440 price target on TSLA stock, described Ellison as a “home run appointment” for the electric carmaker. The Wall Street analyst also noted that Wilson-Thompson, with her extensive experience in human resources, is a “second impressive” independent director. Ives further remarked that the new appointments would likely help Tesla navigate through challenges in the coming years.
“Given Ellison’s stature in tech circles, strong reputation in the Valley and on the Street, and vast accomplishments at Oracle among other achievements over the past 40 years, the addition of Mr. Ellison on the board, in our opinion, is another key step forward for Tesla and Musk as the company starts to build an independent and well-regarded board that can help the company navigate through transformational opportunities in the electric vehicle market over the coming years with competition and production complexity a key factor that needs to be handled without a major speed bump,” the analyst wrote.
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- Larry Ellison (Photo: Tesla)
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- Kathleen-Wilson-Thompson (Photo: Tesla)
Tesla’s two new board members, Oracle Corp. founder Larry Ellison and Walgreens Boots Alliance’s Global Chief Human Resources Officer Kathleen Wilson-Thompson. (Photos: Tesla)
Loup Ventures Managing Partner Gene Munster is also optimistic about Tesla’s new members of the board. In a post on the financial firm’s website, Munster stated that the new appointments are a “strong step forward” for the electric car maker. The executive added that Ellison, in particular, would boost Tesla, since he could be considered “a rare peer to Elon Musk,” in the way that he built Oracle — one of the world’s largest and most prolific tech companies today — from the ground up.
“In many ways, Larry was “Elon” before Elon was Elon. Or maybe Elon is the new Larry — the boldest of tech entrepreneurs. Either way, we see Ellison as someone that may be able to influence Musk when he veers into unhelpful or unhealthy territory,” Munster wrote.
Tesla critics would be quick to point out that Musk and Ellison are portrayed as friends. That said, Munster expects Ellison’s personal friendship with Musk to not get in the way of his professional responsibilities at Tesla. The Oracle founder, after all, previously served on the board of Apple from 1997-2002, where he worked with Steve Jobs, one of his closest friends.
While Ellison’s addition to Tesla’s board of directors is worthy of headlines on its own, Munster noted that Kathleen Wilson-Thompson also brings a particularly important skill set to the electric car maker’s top executives. Wilson-Thompson has extensive experience in HR, which would likely come in handy considering that Tesla is facing some degree of talent drain, partly due to Musk’s style and his behavior. The Loup Ventures managing partner stated that ultimately, Wilson-Thompson’s presence in the board could very well be “influential in helping the company add new talent, which will be critical in building a sustainable organization.”
In a blog post, Tesla’s board of directors have expressed their support for the appointment of the two new members.
“In conducting a widespread search over the last few months, we sought to add independent directors with skills that would complement the current board’s experience. In Larry and Kathleen, we have added a preeminent entrepreneur and a human resources leader, both of whom have a passion for sustainable energy,” the board wrote.
The addition of Ellison and Wilson-Thompson stands as part of Elon Musk’s settlement with the Securities and Exchange Commission, which filed a lawsuit against the CEO over his now-infamous tweet last August, where he stated that he was considering taking Tesla private at $420 per share and that he had “funding secured.” Under the settlement’s terms, Musk was required to step down as the Chairman of the Board. Tesla was also required to appoint two new independent board members, on top of a $40 million fine. Back in November, Tesla appointed a new Chair to the board, in the form of longtime board member Robyn Denholm, who has experience in both the tech and the finance industry.
As of writing, Tesla shares are trading +4.45% at $330.19 per share.
Disclosure: I have no ownership in shares of TSLA and have no plans to initiate any positions within 72 hours.
Elon Musk
Tesla board reveals reasoning for CEO Elon Musk’s new $1 trillion pay package
“Yes, you read that correctly: in 2018, Elon had to grow Tesla by billions; in 2025, he has to grow Tesla by trillions — to be exact, he must create nearly $7.5 trillion in value for shareholders for him to receive the full award.”
Tesla’s Board of Directors has proposed a new pay package for company CEO Elon Musk that would result in $1 trillion in stock offerings if he is able to meet several lofty performance targets.
Musk, who has not been meaningfully compensated since 2017, completed his last pay package by delivering billions in shareholder value through a variety of performance-based “tranches,” which were met and resulted in the award of billions in stock.
Elon Musk’s new pay plan ties trillionaire status to Tesla’s $8.5 trillion valuation
However, Musk was unable to claim this award due to a ruling by the Delaware Chancery Court, which deemed the payout an “unfathomable sum.”
Now, the company is taking steps to ensure Musk gets paid, as the Board feels that it is crucial to retain its CEO, who has been responsible for much of the company’s success.
This is not a statement to undermine the work of all of Tesla’s terrific employees, but a ship needs to be captained by someone, and Musk has proven he is the right person for the job.
The Board also believes that, based on a statement made by the company in its proxy, various issues will be discussed during the upcoming Shareholder Meeting.
Robyn Denholm and Kathleen Wilson-Thompson recognized Musk’s contributions in a statement, which encouraged shareholders to vote to approve the payout:
“We’re asking you to approve the 2025 CEO Performance Award. In designing the new performance award, we explored numerous alternatives. Ultimately, the new award aims to build upon the success of the 2018 CEO Performance Award framework, which ensure that Elon was only paid for the performance delivered and incentivized to guide Tesla through a period of meteoric growth. The 2025 CEO Performance Award similarly challegnes Elon to again meet a series of even more aspirational goals, including operational milestones focused on reaching Adjusted EBITDA targets (thresholds that are up to 28 times higher than the 2108 CEO Performance Award’s top Adjusted EBITDA milestone) and rolling out new or expanded product offerings (including 1 million Robotaxis in commercial operation and delivery of 1 million AI Bots), all while growing the company’s market capitalization by trillions of dollars.
Yes, you read that correctly: in 2018, Elon had to grow Tesla by billions; in 2025, he has to grow Tesla by trillions — to be exact, he must create nearly $7.5 trillion in value for shareholders for him to receive the full award.
In addition to these unprecedented performance milestones, the 2025 CEO Performance Award also includes innovative structural features, born out of the special committee’s considered analysis and extensive shareholder feedback. These features include supercharged retention (at least seven and a half years and up to 10 years to vest in the full award), structural protections to minimize stock price volatility due to administration of this award and, thereafter, incentives for Elon to participate in the Board’s continued development of a framework for long-term CEO Succession. If Elon achieves all the performance milestones under this principle-based 2025 CEO Performance Award, his leadership will propel Tesla to become the most valuable company in history.”
Musk will have a lot of things to accomplish to receive the 423,743,904 shares, which are divided into 12 tranches.
However, the Board feels he is the right person for the job, and they want him to remain the CEO. This package should ensure that he stays with Tesla, as long as shareholders feel the same way.
Investor's Corner
Elon Musk’s new pay plan ties trillionaire status to Tesla’s $8.5 trillion valuation
Shareholders are expected to vote on the proposal at the annual meeting on November 6.
Tesla’s board has proposed a new compensation package for CEO Elon Musk that could make him the world’s first trillionaire and Tesla the most valuable company in history.
The 2025 CEO Performance Award, outlined in a securities filing on Friday, would be worth up to $900 billion in Tesla stock (NASDAQ:TSLA) if the automaker achieves a series of aggressive performance and valuation goals, according to the New York Times.
Shareholders are expected to vote on the proposal at the annual meeting on November 6.
Tesla is aiming for an insane $8.5 trillion market cap
The package requires Musk to lift Tesla’s market capitalization from about $1.1 trillion today to $8.5 trillion over the next decade. At that level, Tesla would surpass every major public company in existence. Nvidia, currently the world’s most valuable firm, has a market cap of around $4.2 trillion today, as noted in a Motley Fool report. Microsoft and Apple follow at $3.8 and 3.6 trillion each, while Saudi Aramco is valued at around $1.5 trillion.
If Tesla achieves its $8.5 trillion target, it would be worth more than twice Nvidia’s present valuation and nearly eight times its current size. The compensation plan also requires Tesla’s operating profit to grow from $17 billion last year to $400 billion annually.
Elon Musk’s path to a trillionaire status
Apart from leading Tesla to become the world’s biggest company in history, Musk is also required to hit several product targets for the electric vehicle maker. These include the delivery of 20 million Tesla vehicles cumulatively, 10 million active FSD subscriptions, 1 million Tesla bots delivered, and 1 million Robotaxis in operation.
Tesla board chair Robyn Denholm and director Kathleen Wilson-Thompson said retaining Musk is “fundamental to Tesla achieving these goals and becoming the most valuable company in history.” If successful, the plan would raise Musk’s Tesla stake from 13% to about 25%, further consolidating his control. It would also result in the CEO earning $900 billion in TSLA stock, allowing him to effectvely become a trillionaire.
The proposal mirrors a 2018 compensation plan that was invalidated in Delaware court earlier this year in the way that it is focused on very aggressive targets and operational milestones. Tesla has since shifted its corporate registration to Texas, where challenges from potential activist shareholders are less of a risk.
Tesla’s SEC filing can be viewed below.
www-sec-gov-Archives-edgar-data-1318605-000110465925087598-tm252289-4_pre14a-htm… by Simon Alvarez
Investor's Corner
Shareholder group urges Nasdaq probe into Elon Musk’s Tesla 2025 CEO Interim Award
The SOC Investment Group represents pension funds tied to more than two million union members, many of whom hold shares in TSLA.
An investment group is urging Nasdaq to investigate Tesla (NASDAQ:TSLA) over its recent $29 billion equity award for CEO Elon Musk.
The SOC Investment Group, which represents pension funds tied to more than two million union members—many of whom hold shares in TSLA—sent a letter to the exchange citing “serious concerns” that the package sidestepped shareholder approval and violated compensation rules.
Concerns over Tesla’s 2025 CEO Interim Award
In its August 19 letter to Nasdaq enforcement chief Erik Wittman, SOC alleged that Tesla’s board improperly granted Musk a “2025 CEO Interim Award” under the company’s 2019 Equity Incentive Plan. That plan, the group noted, explicitly excluded Musk when it was approved by shareholders. SOC argued that the new equity grant effectively expanded the plan to cover Musk, a material change that should have required a shareholder vote under Nasdaq rules.
The $29 billion package was designed to replace Musk’s overturned $56 billion award from 2018, which the Delaware Chancery Court struck down, prompting Tesla to file an appeal to the Delaware Supreme Court. The interim award contains restrictions: Musk must remain in a leadership role until August 2027, and vested shares cannot be sold until 2030, as per a Yahoo Finance report.
Even so, critics such as SOC have argued that the plan does not have of performance targets, calling it a “fog-the-mirror” award. This means that “If you’re around and have enough breath left in you to fog the mirror, you get them,” stated Brian Dunn, the director of the Institute for Comprehension Studies at Cornell University.
SOC’s Tesla concerns beyond Elon Musk
SOC’s concerns extend beyond the mechanics of Musk’s pay. The group has long questioned the independence of Tesla’s board, opposing the reelection of directors such as Kimbal Musk and James Murdoch. It has also urged regulators to review Tesla’s governance practices, including past proposals to shrink the board.
SOC has also joined initiatives calling for Tesla to adopt comprehensive labor rights policies, including noninterference with worker organizing and compliance with global labor standards. The investment group has also been involved in webinars and resolutions highlighting the risks related to Tesla’s approach to unions, as well as labor issues across several countries.
Tesla has not yet publicly responded to SOC’s latest letter, nor to requests for comment.
The SOC’s letter can be viewed below.
Tesla board reveals reasoning for CEO Elon Musk’s new $1 trillion pay package
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