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Vanguard vote key to Elon Musk’s Tesla pay package ratification

MINISTÉRIO DAS COMUNICAÇÕES, CC BY 2.0 , via Wikimedia Commons

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Vanguard, Tesla’s second-largest shareholder behind CEO Elon Musk, detailed its decision to ratify his $56 billion pay package in a pamphlet released on Friday by the investment advisor.

At Thursday’s Annual Shareholder Meeting, Musk’s ratification request was passed after it needed to be voted on once again following a void by a Delaware Chancery Court Judge earlier this year.

Large shareholders and investment firms that held a sizable stake in the automaker took center stage as the ratification was one of the biggest issues Tesla faced in recent memory. The implications were grand, as a denial could have meant the end of Musk’s reign at Tesla, where he has built the company from a little-known disruptor to the world’s most valuable automaker in the course of less than two decades.

While several firms and investment groups said they would not support Musk’s pay package, Vanguard said on Friday that it voted for the ratification. After an evaluation process, which included meeting with executives and board members, Vanguard ultimately decided to support Musk’s ratification:

“In our 2024 analysis of the performance award, which would grant Tesla’s CEO approximately 300 million options (adjusted for stock splits since the initial grant date) given the achievement of a series of performance conditions, we noted that the company’s performance and associated shareholder returns since 2018 have significantly outperformed the market and have been positive outliers.”

It also noted the total shareholder return was in the 98th percentile of all Russell 3000 companies from 2018 to 2023. “There are few companies that have created as much absolute market value appreciation as Tesla.”

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Additionally, board members and executives at Tesla were fully aware of Musk’s influence and fully supported his ratification, which they detailed to Vanguard:

“To further inform the funds’ voting decisions, we met with Tesla executives and board members. During our engagement, board members reinforced their conviction regarding the importance of retaining the CEO and highlighted that the plan’s five-year post-exercise holding requirement maintains the alignment of the CEO’s economic interests with the company’s shareholder base.”

Any concerns or reservations Vanguard had going into the meeting were essentially obliterated after the analysis and meetings with executives. The firm said that it voted for the ratification of Musk’s pay package on Thursday:

“Our analysis, consistent with our concerns in 2018, found that the current value of this grant is a substantial outlier relative to CEO compensation levels of any potential peer group. That said, the unique circumstance of evaluating the plan retroactively eliminated our concerns that significant pay could be earned without company outperformance relative to the market or peers. Given the strong alignment of executive pay with shareholder returns since 2018 and the benefits the board asserted related to the motivational value for the CEO in preserving the original deal (which was approved by a majority of shareholders in 2018), the Vanguard-advised funds voted for the ratification of the CEO’s 2018 option award at the 2024 annual meeting.”

Vanguard’s 232 million shares of Tesla that it owns equate to roughly 7 percent of the automaker. The firm manages roughly $9 trillion in total assets.

You can read Vanguard’s full report on the Tesla Shareholder Meeting here.

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I’d love to hear from you! If you have any comments, concerns, or questions, please email me at joey@teslarati.com. You can also reach me on Twitter @KlenderJoey, or if you have news tips, you can email us at tips@teslarati.com.

Joey has been a journalist covering electric mobility at TESLARATI since August 2019. In his spare time, Joey is playing golf, watching MMA, or cheering on any of his favorite sports teams, including the Baltimore Ravens and Orioles, Miami Heat, Washington Capitals, and Penn State Nittany Lions. You can get in touch with joey at joey@teslarati.com. He is also on X @KlenderJoey. If you're looking for great Tesla accessories, check out shop.teslarati.com

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Tesla’s flying Roadster just revealed something bigger than the car

Analysts say the Roadster demo puts a Tesla and SpaceX merger back on the table.

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Tesla’s new Roadster, upside down and trailing cold gas thruster smoke, flips over a lineup of Tesla vehicles at the Roadster unveiling near Waco, Texas on October 15, 2026. (Image: Tesla)
Tesla’s new Roadster, upside down and trailing cold gas thruster smoke, flips over a lineup of Tesla vehicles at the Roadster unveiling near Waco, Texas on October 15, 2026. (Image: Tesla)

The Roadster unveiling near Waco ended Thursday night, and by Friday morning much of the investor reaction had less to do with the car than with who owns the rocket technology inside it.

Wedbush analyst Dan Ives said the event “puts the Tesla/SpaceX relationship on the table in a tangible way,” pointing to the propulsion, pressure vessel and control hardware sitting on a Tesla product. Gene Munster of Deepwater Asset Management called the demo “a ridiculous display of engineering” with “no commercial value” beyond embarrassing traditional automakers, though he said it showed Musk wants the two companies together.

The more specific forecast came a day earlier from Barclays. Analyst Dan Levy told clients a deal could be announced before Tesla’s annual meeting, which must happen by December 6, and that an announcement in late October or early November could make shareholder approval harder. Barclays expects SpaceX to be the buyer in an all stock deal, with Tesla holders receiving SpaceX shares at a premium, based on market values of roughly $2.1 trillion for SpaceX and $1.5 trillion for Tesla. If nothing lands around the meeting, the bank still sees an announcement within 6 to 12 months.

The Roadster demo just added more weight to merger speculations. Tesla’s demo used cold gas thrusters and pressure tanks of the kind SpaceX uses on Falcon 9, and Musk described the car as a collaboration between Tesla and SpaceX engineers, as we mentioned in our breakdown of the three Roadster configurations.


Musk has not publicly addressed a deal since the event, as far as we have seen. His most direct answer remains the one he gave at the All In Summit, when he said that with so much collaboration, “who can imagine what action one might take” without ruling anything out. Ives has held to a 2027 timeline since his March note, and Musk pushed back on the China piece of the speculation when ARK floated a year end announcement in August.

The next test is Tesla’s third quarter earnings call on October 21. However, we recall in July that Musk told analysts, “we can’t talk about combining companies and that kind of thing on an earnings call,” so a clear answer wouldn’t be expected.

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How Tesla’s Roadster fan system and thrusters are built to dominate the corners

Tesla’s Roadster uses fans, active wings and cold gas thrusters to create grip at any speed.

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The Roadster’s rear wing, one of the aerodynamic elements Tesla pairs with a fan-based downforce system. (Image: Tesla)
The Roadster’s rear wing, one of the aerodynamic elements Tesla pairs with a fan-based downforce system. (Image: Tesla)

Tesla’s new Roadster is best known for flipping through the air in Texas, but the technology that matters most for a race track is the stuff that keeps it on the ground. Tesla’s Roadster page describes a multi-mode fan and ground sealing system that acts as a downforce generator, pulling air out from beneath the car. Tesla says it provides enough suction to hold the vehicle upside down, even when stationary.

That is the key difference from the wings and diffusers on a normal supercar. Conventional aero only makes downforce when the car is moving, and it grows with speed, so a car has the least grip in the slow corners and under hard braking. A fan system makes downforce at any speed. Tesla’s patent, which we covered last year, describes fans and deployable skirts that create sealed or partially sealed regions under the car, with the fans extracting air to lower the pressure and increase grip and stability.


Tesla pairs that with active wings, a next generation steer by wire system and a Track Mode that lowers the car and changes the suspension, with high downforce and low drag settings for the circuit. To keep weight down, Tesla points to magnesium, titanium and carbon fiber, manual controls and a fixed seat position, which it says lets the car respond to driver inputs almost instantly.

Tesla Roadster: Three configs, one can fly, 0-60 in 0.8 seconds

The cold gas thrusters are the other half. On the Thrust version they sit at the rear and Tesla says they take the car from 0 to 60 mph in under 0.9 seconds, while the Rocket version adds perimeter thrusters for forward, upward and lateral rotational movement. Tesla says the all electric actuators make micro adjustments within a fraction of a second.

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Musk has been talking about records for years. In June 2019 he said, “We’re going to do things with the new Roadster that are kind of unfair to other cars.” That September, when a follower asked whether the Roadster would beat the Nürburgring production car record, he replied with one word, “Absolutely,” as we reported at the time. In February 2024 he said Tesla had “radically increased the design goals” for the car and that its sub one second 0 to 60 time would be “the least interesting part.”

There are caveats. Tesla has not published a lap time or a verified cornering figure, so the record talk is still a promise rather than a result. Tesla also says the car is not approved for public road use, and the thruster features are limited to the Rocket trim, which is invite only. Fan cars have also been banned or withdrawn before, and getting a sealed underbody to work on a rough public road is a harder problem than on a smooth track. The first real test will be an official lap at a circuit.

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Tesla Roadster: Three configs, one can fly, 0-60 in 0.8 seconds

Tesla’s Roadster comes in Performance, Thrust and Rocket versions, with a claimed 0-60 under 0.59 seconds.

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Elon Musk addresses the crowd next to the new Tesla Roadster, which Tesla offers in Performance, Thrust and Rocket versions. (Image: Tesla/X)

Tesla finally showed the next generation Roadster on Thursday night, and the demo had more in common with a SpaceX test than a track lap. At an event outside Waco, Texas, near SpaceX’s McGregor site, the car used a mix of fans and cold gas thrusters to drive up a curved ramp until it was upside down, then flew off, flipped and landed on the pavement. “Well, it worked,” Elon Musk said. “Flying cars are real.”

The Roadster also hovered itself over a Cybercab, Cybertruck, Tesla Semi, Model Y and Model 3 while moving, and that Tesla showed it going 0 to 60 mph in one second. Musk said “this will be the actual car that’s on the roads” and that it “literally is just going to puff itself up” to perform the maneuvers whenever an owner wants. He called the result a collaboration between Tesla and SpaceX engineers that is “better than any James Bond car,” with Franz von Holzhausen and Lars Moravy on site.

Tesla published new mind-blowing stats for the car that replace the previous targets. The Performance version is road ready and seats two, with active aerodynamics and a multi-mode suction system, and Tesla lists 0 to 60 mph in under 1.6 seconds. The Thrust version is race ready, also seats two, and adds rear-mounted cold gas thrusters for a 0 to 60 time of under 0.9 seconds. The Rocket version is described as air ready, seats one, and uses perimeter-mounted thrusters for forward and upward acceleration plus lateral rotational movement.

Configuration Seats 0 to 60 mph
Performance 2 under 1.6 s
Thrust 2 under 0.9 s
Rocket 1 under 0.59 s

Tesla’s own description: “So…yes, it can fly.” It lists a 0 to 60 time of under 0.59 seconds for Rocket, a top speed of up to more than 230 mph, and range of more than 300 miles. Tesla has not yet given pricing in the information we have seen, but has reopened $50,000 reservations in the newly updated Tesla Roadster configurator. Production is planned for Giga Texas in 2027 or 2028, and Musk has said it would follow the demo by 12 to 18 months.

Tesla’s Roadster page adds more on how the car works. A multi-mode fan and ground sealing system pulls air from under the car, producing enough suction to hold it upside down even when stationary. Active wings, steer-by-wire with a yoke, and a Track Mode that lowers the car round out the driving setup. The cold gas thrusters use all-electric actuators for micro adjustments to stabilize the car in flight. Tesla says it cut weight with magnesium, titanium and carbon fiber, manual controls and a fixed seat position, and the exterior has hidden headlights, a full-length taillight and Ano White paint inspired by aerospace coatings. Inside are an Ultrawhite interior with gray microsuede, a center touchscreen and two smaller forward displays, and gold tinted glass modeled on spacesuit visors. Availability is tiered: Performance is by reservation, Thrust is a limited release, and Rocket is invite only. Tesla notes the car is not approved for public road use, and that Rocket is not available in all regions.

Tesla Roadster Highlights

  • Aero and suction: a multi-mode fan and ground sealing system pulls air from under the car and can hold it upside down even when stationary. There are also active wings and a Track Mode that lowers the car.
  • Controls and thrusters: steer-by-wire with a yoke. The cold gas thrusters use all-electric actuators for micro adjustments that stabilize the car in flight.
  • Weight: magnesium, titanium and carbon fiber, manual controls and a fixed seat position.
  • Design: hidden headlights, a full-length taillight, Ano White paint inspired by aerospace coatings, and gold tinted glass modeled on spacesuit visors.
  • Interior: an Ultrawhite interior with gray microsuede, a center touchscreen and two smaller forward displays.
  • Availability: Performance is by reservation, Thrust is a limited release, and Rocket is invite only.
  • Road use: Tesla notes the car is not approved for public road use, and that Rocket isn’t available in all regions.

Musk has described the Roadster as “the best of the last of the human-driven cars,” and he has been open that it is a halo product. He said he is “not sure it moves the needle massively from a revenue standpoint,” and has warned that anyone whose top priority is safety should not buy it. Tesla reports third quarter earnings on October 21.

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