There was some silly drama ahead of Tesla’s annual shareholder meeting on Thursday. The company is set to hold a vote to “revalidate” the $56 billion compensation package awarded to Elon Musk in 2018, which was struck down by a Delaware court judge earlier this year. It will also hold a vote on whether the company will change its location from Delaware to Texas.
Some of Tesla’s biggest boosters call the company “retail army” of shareholders to vote in favor of both, but with a particular focus on Musk’s compensation. It is not clear what tangible impact the result of any vote will have. But Tesla executives and employees — including some who virtually never post on social media — are just begging for votes.
In all the breathless long form posts, Spaces audio meetings, podcasts and myriad other calls to action, the focus has been trained on the idea that Musk owes this compensation because he achieved the goals that were agreed upon from the start . “A deal is a deal”, Tesla was posted on its CEO’s X social media platform.
But almost no one is discussing the substance of Chancellor Kathaleen McCormick’s January decision and its overarching theme: Musk wields so much control over Tesla and its board that there was no meaningful negotiation when the company made this deal with him in 2017-2018.
Instead, there have been accusations from Tesla loyalists that it is “radical activist judge” — accusations that are easily debunked as you read through the facts of the case.
So, some homework! For Tesla fans, haters, shareholders and enthusiasts, here it is again, embedded below. McCormick’s 201-page opinion is a thorough but lucid read. It is worth revisiting before the vote is held. At the very least, it’s a trigger for the legal battles that are sure to continue after Thursday’s vote.
Tornetta v. Musk Post-Trial Opinion with Sean O’Kane on Scribd
