1. @Tesla is a publicly traded company, not @elonmusk's personal piggybank
But Musk has constructed a board of directors, including his brother and many of his closest friends, who are willing to do whatever he wants
And now Musk is using X to convince shareholders to rubberstamp a massive payday that a Delaware judges has already ruled is excessive
🧵
But Musk has constructed a board of directors, including his brother and many of his closest friends, who are willing to do whatever he wants
And now Musk is using X to convince shareholders to rubberstamp a massive payday that a Delaware judges has already ruled is excessive
🧵
2. A judge found @Tesla's board breached its fiduciary duty to shareholders in 2018 by granting Musk excessive compensation & failing to be transparent
In response, the board is asking shareholders to grant Musk the EXACT SAME PAY PACKAGE RETROACTIVELY
popular.info/p/elon-musks-p…
In response, the board is asking shareholders to grant Musk the EXACT SAME PAY PACKAGE RETROACTIVELY
popular.info/p/elon-musks-p…
3. The board didn't negotiate with Musk in 2018. Musk proposed the amount and structure of his pay, and the board approved it.
The "independent board" included longtime pals, business partners, and vacation buddies.
Another key figure was Tesla General Counsel Todd Maron, "Musk’s former divorce attorney… whose admiration for Musk moved him to tears during his deposition."
The "independent board" included longtime pals, business partners, and vacation buddies.
Another key figure was Tesla General Counsel Todd Maron, "Musk’s former divorce attorney… whose admiration for Musk moved him to tears during his deposition."
4. Now, the Tesla board has created a dedicated website to encourage shareholders to give Musk $50 billion for work he's already done.
Originally, the pay package was supposed to incentivize Musk to work hard for the company. This never made much sense since Musk, at the time, already owned more than 20% of the company and was incentivized for Tesla to succeed. Before the 2018 compensation package, every time Tesla's value increased by $50 billion, Musk earned $10 billion.
Originally, the pay package was supposed to incentivize Musk to work hard for the company. This never made much sense since Musk, at the time, already owned more than 20% of the company and was incentivized for Tesla to succeed. Before the 2018 compensation package, every time Tesla's value increased by $50 billion, Musk earned $10 billion.
@Tesla 5. Now, this argument makes even less sense because the company is compensating him for things that happened in the past. So, the board chair Robyn Denholm asks shareholders to approve Musk's pay package reactively as "a matter of fundamental fairness and respect to our CEO." 
6. The 2018 package required Musk to meet ambitious growth and profitability targets. Essentially, Musk was awarded 1% of the company each time the company's value increased by $50 billion up to $650 billion.
But the company's shares peaked in 2021 and are down nearly 60% from the peak.
Today the company is worth less than $550 billion. But the board wants to retroactively grant Musk the full value of the pay package anyway.
But the company's shares peaked in 2021 and are down nearly 60% from the peak.
Today the company is worth less than $550 billion. But the board wants to retroactively grant Musk the full value of the pay package anyway.
7. @Tesla's future prospects are also much less rosy than three years ago. Global demand for electric vehicles is slowing, and Tesla faces increased competition from nearly every global automaker. Tesla's core vehicle lineup is dated. And its one new entrant, the CyberTruck, has been a bust. Plans to build a less expensive model, seen as a key to future growth, were scraped. In the first quarter of 2024, Tesla reported "its first year-over-year decline in quarterly deliveries since 2020."
@elonmusk's embrace of far-right politics and bigoted conspiracy theories appears to have damaged Tesla's brand. Today, just 31% of people in the United States would consider buying a Tesla, down from 70% in November 2021.
@elonmusk's embrace of far-right politics and bigoted conspiracy theories appears to have damaged Tesla's brand. Today, just 31% of people in the United States would consider buying a Tesla, down from 70% in November 2021.
8. Denholm, the board chair, says Tesla stockholders should give Musk $50 billion so Musk "will continue to be driven to innovate and drive growth at Tesla."
Musk has already made clear that restoring his $50 billion pay package isn't enough to keep him interested in Tesla. Musk said he is "uncomfortable growing Tesla to be a leader in AI & robotics without having ~25% voting control."
Musk has already made clear that restoring his $50 billion pay package isn't enough to keep him interested in Tesla. Musk said he is "uncomfortable growing Tesla to be a leader in AI & robotics without having ~25% voting control."
@Tesla 9. To achieve that, the Tesla board and shareholders, after giving Musk $50 billion, would need to provide Musk with another massive stock grant. (Musk would own more of Tesla now but sold a significant portion of his stock to buy Twitter.)
popular.info/p/elon-musks-p…
popular.info/p/elon-musks-p…
@Tesla 10. I have a sneaking suspicion that this thread will not go viral on X.
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