Lawyers for a Tesla shareholder who sued to block the pay package contended that shareholders who had voted for the 10-year plan in 2018 had been given misleading and incomplete information. Photo via cdn.britannica.com

For a second time, a Delaware judge has nullified a pay package that Tesla had awarded its CEO, Elon Musk, that once was valued at $56 billion.

Last week, Chancellor Kathaleen St. Jude McCormick turned aside a request from Musk's lawyers to reverse a ruling she announced in January that had thrown out the compensation plan. The judge ruled then that Musk effectively controlled Tesla's board and had engineered the outsize pay package during sham negotiations.

Lawyers for a Tesla shareholder who sued to block the pay package contended that shareholders who had voted for the 10-year plan in 2018 had been given misleading and incomplete information.

In their defense, Tesla's board members asserted that the shareholders who ratified the pay plan a second time in June had done so after receiving full disclosures, thereby curing all the problems the judge had cited in her January ruling. As a result, they argued, Musk deserved the pay package for having raised Tesla's market value by billions of dollars.

McCormick rejected that argument. In her 103-page opinion, she ruled that under Delaware law, Tesla's lawyers had no grounds to reverse her January ruling “based on evidence they created after trial.”

What will Musk and Tesla do now?

On Monday night, Tesla posted on X, the social media platform owned by Musk, that the company will appeal. The appeal would be filed with the Delaware Supreme Court, the only state appellate court Tesla can pursue. Experts say a ruling would likely come in less than a year.

“The ruling, if not overturned, means that judges and plaintiffs' lawyers run Delaware companies rather than their rightful owners — the shareholders,” Tesla argued.

Later, on X, Musk unleashed a blistering attack on the judge, asserting that McCormick is “a radical far left activist cosplaying as a judge.”

What do experts say about the case?

Legal authorities generally suggest that McCormick’s ruling was sound and followed the law. Charles Elson, founding director of the Weinberg Center for Corporate Governance at the University of Delaware, said that in his view, McCormick was right to rule that after Tesla lost its case in the original trial, it created improper new evidence by asking shareholders to ratify the pay package a second time.

Had she allowed such a claim, he said, it would cause a major shift in Delaware’s laws against conflicts of interest given the unusually close relationship between Musk and Tesla’s board.

“Delaware protects investors — that’s what she did,” said Elson, who has followed the court for more than three decades. “Just because you’re a ‘superstar CEO’ doesn’t put you in a separate category.”

Elson said he thinks investors would be reluctant to put money into Delaware companies if there were exceptions to the law for “special people.”

What will the Delaware Supreme Court do?

Elson said that in his opinion, the court is likely to uphold McCormick's ruling.

Can Tesla appeal to federal courts?

Experts say no. Rulings on state laws are normally left to state courts. Brian Dunn, program director for the Institute of Compensation Studies at Cornell University, said it's been his experience that Tesla has no choice but to stay in the Delaware courts for this compensation package.

Tesla has moved its legal headquarters to Texas. Does that matter?

The company could try to reconstitute the pay package and seek approval in Texas, where it may expect more friendlier judges. But Dunn, who has spent 40 years as an executive compensation consultant, said it's likely that some other shareholder would challenge the award in Texas because it's excessive compared with other CEOs' pay plans.

“If they just want to turn around and deliver him $56 billion, I can't believe somebody wouldn't want to litigate it,” Dunn said. “It's an unconscionable amount of money.”

Would a new pay package be even larger?

Almost certainly. Tesla stock is trading at 15 times the exercise price of stock options in the current package in Delaware, Morgan Stanley analyst Adam Jonas wrote in a note to investors. Tesla's share price has doubled in the past six months, Jonas wrote. At Monday’s closing stock price, the Musk package is now worth $101.4 billion, according to Equilar, an executive data firm.

And Musk has asked for a subsequent pay package that would give him 25 percent of Tesla's voting shares. Musk has said he is uncomfortable moving further into artificial intelligence with the company if he doesn't have 25 percent control. He currently holds about 13 percent of Tesla's outstanding shares.

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Hobby debuts solar canopy as airport system reaches new sustainability milestone

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Houston's William P. Hobby Airport is generating its own clean energy.

Houston Aiports announced that Hobby's red garage is now home to a "solar canopy" that is producing energy at 100 percent capacity to power daily operations. The photovoltaic (PV) solar system generated more than 1.1 gigawatt-hours of electricity in testing, and is expected to produce up to 1 megawatt-hour now that it's operating at full power.

“This project is proof that sustainability can be practical, visible and directly tied to the passenger experience,” Jim Szczesniak, director of aviation for Houston Airports, said in a news release. “Passengers now park under a structure that shields their cars from the Texas sun while generating clean energy that keeps airport operations running efficiently, lowering overall peak demand electrical costs during the day and our carbon footprint. It’s a win for travelers, the city and the planet.”

The project was completed by Texas A&M Engineering Experiment Station (TEES) and CenterPoint Energy. It's part of Houston Airport's efforts to reduce carbon emissions by 40 percent over its 2019 baseline.

In a separate announcement, the airport system also shared that it recently reached Level 3 in the Airports Council International (ACI) Airport Carbon Accreditation program after reducing emissions by 19 percent in three years. This includes reductions at George Bush Intercontinental Airport (IAH), Hobby and Ellington Airport/Houston Spaceport.

The reductions have come from initiatives such as adding electric vehicles to airport fleets, upgrading airfield lighting with LED bulbs, adding smarter power systems to terminals, and improving IAH's central utility plant with more efficient equipment. Additionally, the expansion to Hobby's West Concourse and renovations at IAH Terminal B incorporate cleaner equipment and technology.

According to Houston Airports, from 2019 to 2023:

  • IAH reduced emissions by 17 percent
  • Hobby reduced emissions by 32 percent
  • Ellington Airport reduced emissions by 4 percent

"I see firsthand how vital it is to link infrastructure with sustainability,” Houston City Council Member Twila Carter, chair of the council’s Resilience Committee, said in the release. “Reducing carbon emissions at our airports isn’t just about cleaner travel — it’s about smarter planning, safer communities and building a Houston that can thrive for generations to come.”

Houston Methodist leader on the push for sustainable health care and new local event

Q&A

Every industry can play a role in the energy transition, and Houston Methodist is leading the charge in the health care sector.

Culminating at this week’s inaugural Green ICU Conference, part of Houston Energy and Climate Startup Week, the health care system has spent the last three years taking a closer look at its environmental footprint—and showing other hospital systems and medical organizations how they too can make simple changes to reduce emissions.

The event, held tomorrow, Sept. 17, at TMC Helix Park, will bring together health care professionals, industry leaders, policymakers and innovators to explore solutions for building a more sustainable healthcare system.

In an interview with EnergyCapital, Dr. Faisal N. Masud, medical director of critical care at Houston Methodist and a champion for sustainability efforts across the system, shares the inspiration behind the event and what attendees can expect to take away.

Tell us about how the Green ICU Conference came to be.

Houston Methodist’s inaugural Green ICU conference is about three years in the making. It originated because Houston Methodist recognized the significant impact health care has on sustainability and the lack of similar initiatives in the U.S.

The Center for Critical Care at Houston Methodist launched a sustainability-focused ICU initiative, published a roadmap and became involved in international efforts to develop guidelines that many other organizations now use. Our work led to the creation of the first Green ICU Collaborative in the country, and the Green ICU Conference was established to share best practices and address the global impact of critical care on the environment.

What were some of the biggest takeaways from the collaborative, and how are they represented in this new event?

Through the Green ICU Collaborative, we’ve seen that health care professionals can make a significant impact on sustainability through simple, practical changes, and many solutions can be implemented without major costs or compromising patient care. Additionally, there’s a strong link between environmental stewardship and patient safety and quality. These lessons will be represented in the new Green ICU Conference by showcasing easy-to-adopt best practices, emphasizing the importance of sustainability in daily health care operations, and fostering a sense of shared responsibility among attendees to improve both patient outcomes and environmental impact.

Why are ICUs considered to be such carbon hot spots?

ICUs are considered carbon hot spots because they care for the sickest patients, requiring intensive therapies, numerous medications and a large amount of equipment, such as ventilators and pumps. This makes them the most resource- and energy-intensive areas in a hospital. A single day in the ICU can have a greenhouse gas impact equivalent to driving a car 1,000 kilometers.

The U.S. health care sector is responsible for approximately 8.5 percent of greenhouse gas emissions, and hospitals are the second-most energy-intensive commercial buildings in the country. With the Texas Medical Center being in the heart of Houston, it’s critical that health care organizations play a role in this area.

That’s why the Center for Critical Care launched a system-wide Green ICU Initiative with the Houston Methodist Office of Sustainability to help reduce our carbon impact and waste while continuing to provide unparalleled patient care. Innovation is part of our culture, and that extends into our sustainability efforts. Houston Methodist’s Green ICU initiative is the first-of-its-kind in the U.S.

What efforts has Houston Methodist taken to cut emissions?

The first step to cutting emissions is measuring an organization’s carbon footprint to determine the best path forward. Houston Methodist’s Office of Sustainability has aggregated two years of baseline emissions data pending third-party validation. The hospital has taken several steps to cut emissions, including implementing composting programs, installing solar panels, improving energy utilization and participating in global plastic recycling initiatives. These efforts are part of a broader commitment led by our Office of Sustainability to reduce the hospital’s environmental footprint.

Tell us a little more about the event. Who should attend? What do you expect to be some of the highlights?

The Green ICU Conference, taking place during Houston Energy and Climate Week, is focused on health care sustainability, bringing together health care professionals, engineers, experts and anyone interested in reducing health care’s environmental impact. With participants and speakers from six countries, the conference brings together leading experts who aim to raise awareness, share best practices and offer practical, easy-to-adopt solutions for making health care more sustainable.

Highlights include perspectives from leading voices in health care sustainability, real-world examples of successful sustainability initiatives and opportunities for networking and collaboration. Anyone interested in health care, sustainability,or making a positive impact in their community should consider attending.

And, because of increasing interest, we’ve opened up the opportunity for attendees to join virtually at no cost or in person.

What do you hope attendees take away? What are your major goals for the event?

The main goals of hosting the Green ICU Conference for the first time are to raise awareness about the environmental impact of health care; engage and empower attendees to implement easy, practical sustainability solutions; and foster a sense of shared community and responsibility.

I hope attendees leave the event feeling motivated and equipped to make meaningful changes in their own practices, whether that’s improving patient care, supporting their colleagues, or leaving their organization and environment in a better place for future generations.

Texas House Democrats urge Trump administration to restore $250M solar grant

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Eight Democratic members of the U.S. House from Texas, including two from Houston, are calling on the Trump administration to restore a nearly $250 million solar energy grant for Texas that’s being slashed by the U.S. Environmental Protection Agency (EPA).

In a letter to Lee Zeldin, head of the EPA, and Russell Vought, director of the federal Office of Management and Budget (OMB), the House members urged the two officials to reinstate the nearly $250 million grant, which was awarded to Texas under the $7 billion Biden-era Solar for All program. The Texas grant was designed to assist 28,000 low-income households in installing solar panels, aiming to reduce their energy bills.

“This administration has improperly withheld billions in congressionally appropriated funding that was intended to benefit everyday Americans,” the letter stated.

The letter claimed that numerous court rulings have determined the EPA cannot repeal already allocated funding.

“Congress made a commitment to families, small businesses, and communities across this country to lower their utility bills and reduce harmful pollution through investments in clean energy. The Solar for All program was part of that commitment, and the EPA’s actions to rescind this funding effectively undermine that congressional intent,” the House members wrote.

The six House members who signed the letter are:

  • U.S. Rep. Sylvia Garcia of Houston
  • U.S. Rep. Al Green of Houston
  • U.S. Rep. Greg Casar of Austin
  • U.S. Rep. Jasmine Crockett of Dallas
  • U.S. Rep. Lloyd Doggett of Austin
  • U.S. Rep. Julie Johnson of Dallas
  • U.S. Rep. Marc Veasey of Fort Worth

The nearly $250 million grant was awarded last year to the Harris County-led Texas Solar for All Coalition.

In a post on the X social media platform, Zeldin said the recently passed “One Big Beautiful Bill” killed the Greenhouse Gas Reduction Fund, which would have financed the $7 billion Solar for All program.

“The bottom line is this: EPA no longer has the statutory authority to administer the program or the appropriated funds to keep this boondoggle alive,” Zeldin said.