bullish on EVs

Elon Musk gets green light from shareholders to get back $44.9B Tesla pay package

The pay package is likely to remain tied up in the Delaware Chancery Court and Supreme Court for months as Tesla tries to overturn the Delaware judge's rejection. Photo via Getty Images

Tesla shareholders voted Thursday to restore CEO Elon Musk's record $44.9 billion pay package that was thrown out by a Delaware judge earlier this year, sending a strong vote of confidence in his leadership of the world's largest electric vehicle maker.

The favorable vote doesn’t necessarily mean that Musk will get the all-stock compensation anytime soon. The package is likely to remain tied up in the Delaware Chancery Court and Supreme Court for months as Tesla tries to overturn the Delaware judge's rejection.

Musk has raised doubts about his future with Tesla this year, writing on X, the social media platform he owns, that he wanted a 25% stake in the company in order to stop him from taking artificial intelligence development elsewhere. The higher stake is needed to control the use of AI, he has said.

Tesla also has struggled with falling sales and profit margins as demand for electric vehicles slows worldwide.

But at the company's annual meeting Thursday in Austin, Texas, Musk reassured shareholders that he will stick around, telling them he can't sell any stock in the compensation package for five years.

“It's not actually cash, and I can't cut and run, nor would I want to,” he said.

The company said late Thursday that shareholders had voted for Musk's compensation plan, which initially was approved by the board and stockholders six years ago.

Tesla last valued the package at $44.9 billion in an April regulatory filing. It was once as much as $56 billion but has declined in value in tandem with Tesla's stock, which has dropped about 25% so far this year.

Chancellor Kathaleen St. Jude McCormick ruled in January in a shareholder’s lawsuit that Musk essentially controlled the Tesla board when it ratified the package in 2018, and that it failed to fully inform shareholders who approved it the same year.

Tesla has said it would appeal, but asked shareholders to reapprove the package at Thursday’s annual meeting.

A separate vote approved moving the company’s legal home to Texas to avoid the courts in Delaware, where Tesla is registered as a corporation.

“Its incredible," a jubilant Musk told the crowd gathered at Tesla's headquarters and large factory in Austin, Texas. “I think we’re not just opening a new chapter for Tesla, we’re starting a new book.”

Musk and Tesla didn’t win everything. Shareholders approved measures that trimmed board member terms from three years to one and cut the required vote on shareholder proposals to a simple majority.

Legal experts say the issue of Musk’s pay will still be decided in Delaware, largely because Musk’s lawyers have assured McCormick they won’t try to move the case to Texas.

But they differ on whether the new ratification of the pay package will make it easier for Tesla to get it approved.

Charles Elson, a retired professor and founder of the corporate governance center at the University of Delaware, said he doesn’t think the vote will influence McCormick, who issued a decision based on the law.

McCormick’s ruling essentially made the 2018 compensation package a gift to Musk, Elson said, and that would need unanimous shareholder approval, an impossible threshold. The vote, he said, is interesting from a public perception standpoint, but “in my view it does not affect the ruling.”

John Lawrence, a Dallas-based lawyer with Baker Botts who defends corporations against shareholder lawsuits, agreed the vote doesn’t end the legal dispute and automatically give Musk the stock options. But he says it gives Tesla a strong argument to get the ruling overturned.

He expects Musk and Tesla to argue that shareholders were fully informed before the latest votes, so McCormick should reverse her decision. But the plaintiff in the lawsuit will argue that the vote has no impact and isn’t legally binding, Lawrence said.

The vote, he said, was done under Delaware law and should be considered by the judge.

“This shareholder vote is a strong signal that you now have an absolutely well-informed body of shareholders,” he said. “The judge in Delaware still could decide that this doesn’t change a thing about her prior ruling and doesn’t require her to make any different ruling going forward. But I think it definitely gives Tesla and Musk strong ammunition to try to get her to revisit this.”

If the ruling stands, then Musk likely will appeal to the Delaware Supreme Court, Lawrence said.

Multiple institutional investors have come out against Musk’s sizeable payout, some citing the company’s recent struggles. But analysts said votes by individual shareholders likely put Musk’s pay over the top.

Early Friday, Tesla disclosed that shareholders voted for Musk's pay package by 1,760,780,650 to 528,908,419, with about 77% of all votes in favor. The company's shares jumped 3% by the time the markets closed Thursday and were up 1.2% in premarket trading early Friday.

After the votes were announced, Musk began telling shareholders about new developments in the company's “Full Self-Driving” system. He has staked the company's future on development of autonomous vehicles, robots and artificial intelligence.

“Full Self-Driving” keeps improving with new versions, and its safety per mile is better than human drivers, Musk said.

"This is actually going to work. This is going to happen. Mark my words, this is just a matter of time,” he said.

Despite its name, “Full Self-Driving” can’t drive itself, and the company says human drivers must be ready to intervene at all times. Tesla’s “Full Self-Driving” hardware went on sale late in 2015, and Musk has used the name ever since as the company gathered data to teach its computers how to drive.

In 2019, Musk promised a fleet of autonomous robotaxis by 2020, and he said in early 2022 that the cars would be autonomous that year. In April of last year, Musk said the system should be ready in 2023.

Since 2021, Tesla has been beta-testing “Full Self-Driving” using volunteer owners. U.S. safety regulators last year made Tesla recall the software after finding that the system misbehaved around intersections and could violate traffic laws.

Musk also said the company is making huge progress on its Optimus humanoid robot. Currently it has two working at its factory in Fremont, California, that take battery cells off a production line and put them in shipping containers, he said.

Despite laying off the team working on Tesla’s Supercharger electric vehicle charging network, Musk said he thinks the company will deploy more chargers this year “that are actually working” than the rest of the industry. In the second half of the year, he expects to spend $500 million on Superchargers, Musk said.

Trending News

A View From HETI

A new generation of technology is making it faster, safer, and more cost-effective to identify CUI. Courtesy photo

Corrosion under insulation (CUI) accounts for roughly 60% of pipeline leaks in the U.S. oil and gas sector. Yet many operators still rely on outdated inspection methods that are slow, risky, and economically unsustainable.

This year, widespread budget cuts and layoffs across the sector are forcing refineries to do more with less. Efficiency is no longer a goal; it’s a mandate. The challenge: how to maintain safety and reliability without overextending resources?

Fortunately, a new generation of technologies is gaining traction in the oil and gas industry, offering operators faster, safer, and more cost-effective ways to identify and mitigate CUI.

Hidden cost of corrosion

Corrosion is a pervasive threat, with CUI posing the greatest risk to refinery operations. Insulation conceals damage until it becomes severe, making detection difficult and ultimately leading to failure. NACE International estimates the annual cost of corrosion in the U.S. at $276 billion.

Compounding the issue is aging infrastructure: roughly half of the nation’s 2.6 million miles of pipeline are over 50 years old. Aging infrastructure increases the urgency and the cost of inspections.

So, the question is: Are we at a breaking point or an inflection point? The answer depends largely on how quickly the industry can move beyond inspection methods that no longer match today's operational or economic realities.

Legacy methods such as insulation stripping, scaffolding, and manual NDT are slow, hazardous, and offer incomplete coverage. With maintenance budgets tightening, these methods are no longer viable.

Why traditional inspection falls short

Without question, what worked 50 years ago no longer works today. Traditional inspection methods are slow, siloed, and dangerously incomplete.

Insulation removal:

  • Disruptive and expensive.
  • Labor-intensive and time-consuming, with a high risk of process upsets and insulation damage.
  • Limited coverage. Often targets a small percentage of piping, leaving large areas unchecked.
  • Health risks: Exposes workers to hazardous materials such as asbestos or fiberglass.

Rope access and scaffolding:

  • Safety hazards. Falls from height remain a leading cause of injury.
  • Restricted time and access. Weather, fatigue, and complex layouts limit coverage and effectiveness.
  • High coordination costs. Multiple contractors, complex scheduling, and oversight, which require continuous monitoring, documentation, and compliance assurance across vendors and protocols drive up costs.

Spot checks:

  • Low detection probability. Random sampling often fails to detect localized corrosion.
  • Data gaps. Paper records and inconsistent methods hinder lifecycle asset planning.
  • Reactive, not proactive: Problems are often discovered late after damage has already occurred.

A smarter way forward

While traditional NDT methods for CUI like Pulsed Eddy Current (PEC) and Real-Time Radiography (RTR) remain valuable, the addition of robotic systems, sensors, and AI are transforming CUI inspection.

Robotic systems, sensors, and AI are reshaping how CUI inspections are conducted, reducing reliance on manual labor and enabling broader, data-rich asset visibility for better planning and decision-making.

ARIX Technologies, for example, introduced pipe-climbing robotic systems capable of full-coverage inspections of insulated pipes without the need for insulation removal. Venus, ARIX’s pipe-climbing robot, delivers full 360° CUI data across both vertical and horizontal pipe circuits — without magnets, scaffolding, or insulation removal. It captures high-resolution visuals and Pulsed Eddy Current (PEC) data simultaneously, allowing operators to review inspection video and analyze corrosion insights in one integrated workflow. This streamlines data collection, speeds up analysis, and keeps personnel out of hazardous zones — making inspections faster, safer, and far more actionable.

These integrated technology platforms are driving measurable gains:

  • Autonomous grid scanning: Delivers structured, repeatable coverage across pipe surfaces for greater inspection consistency.
  • Integrated inspection portal: Combines PEC, RTR, and video into a unified 3D visualization, streamlining analysis across inspection teams.
  • Actionable insights: Enables more confident planning and risk forecasting through digital, shareable data—not siloed or static.

Real-world results

Petromax Refining adopted ARIX’s robotic inspection systems to modernize its CUI inspections, and its results were substantial and measurable:

  • Inspection time dropped from nine months to 39 days.
  • Costs were cut by 63% compared to traditional methods.
  • Scaffolding was minimized 99%, reducing hazardous risks and labor demands.
  • Data accuracy improved, supporting more innovative maintenance planning.

Why the time is now

Energy operators face mounting pressure from all sides: aging infrastructure, constrained budgets, rising safety risks, and growing ESG expectations.

In the U.S., downstream operators are increasingly piloting drone and crawler solutions to automate inspection rounds in refineries, tank farms, and pipelines. Over 92% of oil and gas companies report that they are investing in AI or robotic technologies or have plans to invest soon to modernize operations.

The tools are here. The data is here. Smarter inspection is no longer aspirational — it’s operational. The case has been made. Petromax and others are showing what’s possible. Smarter inspection is no longer a leap but a step forward.

---

Tyler Flanagan is director of service & operations at Houston-based ARIX Technologies.


Trending News