In a filing with federal regulators early Wednesday, the company said it would ask shareholders to vote on both issues during its annual meeting on June 13. Photo via Getty Images

Tesla will ask shareholders to reinstate a $56 billion compensation package for CEO Elon Musk that was rejected by a judge in Delaware this year, and to move the electric car maker’s corporate home from Delaware to Texas.

In a filing with federal regulators early Wednesday, the company said it would ask shareholders to vote on both issues during its annual meeting on June 13.

In January, Chancellor Kathaleen St. Jude McCormick ruled that Musk is not entitled to a landmark compensation package awarded by Tesla’s board of directors that is potentially worth about $55.8 billion over 10 years starting in 2018.

Five years ago, a Tesla shareholder lawsuit alleged that the pay package should be voided because it was dictated by Musk and was the product of sham negotiations with directors who were not independent of him.

Musk said a month after the judge's ruling that he would try to move Tesla's corporate listing to Texas, where he has already moved company headquarters.

Almost immediately after the judge's ruling, Musk did exactly that with Neuralink, his privately held brain implant company, moving its corporate home from Delaware to Nevada.

In a letter to shareholders this week, Chairperson Robyn Denholm said that Musk has delivered on the growth it was looking for at the automaker, with Tesla meeting all of the stock value and operational targets in a 2018 CEO pay package that was approved by shareholders.

“Because the Delaware Court second-guessed your decision, Elon has not been paid for any of his work for Tesla for the past six years that has helped to generate significant growth and stockholder value,” Denholm wrote. “That strikes us — and the many stockholders from whom we already have heard — as fundamentally unfair, and inconsistent with the will of the stockholders who voted for it.”

Tesla posted record deliveries of more than 1.8 million electric vehicles worldwide in 2023, according to a regulatory filing. But the value its shares has eroded quickly this year as sales of electric vehicles soften.

Future growth is in doubt and it may be a challenge to get shareholders to back a fat pay package in an environment where competition has increased worldwide and demand for electric vehicle sales is fading.

Tesla's shares have lost more than one third of their value this year as massive price cuts have failed to draw more buyers. The company said it delivered 386,810 vehicles from January through March, nearly 9% fewer than it sold in the same period last year.

Shareholders also will be asked to cast a nonbinding advisory vote on 2023 executive compensation.

But the proxy statement filed with the Securities and Exchange Commission does not address Musk’s demand to own 25% of Tesla shares for him to pursue artificial intelligence and robotics at the company. At present he owns 20.5% of the company.

In January Musk challenged the Tesla board in a post on X, the social media platform he now owns, to come up with a new compensation package. Unless he gets 25%, he wrote that he’d prefer to build products outside of Tesla, apparently with another company.

Wedbush analyst Dan Ives, who is normally bullish on Tesla, said in an interview that the filing doesn't address multiple issues including Musk's future compensation.

“It's the elephant in the room because Musk has threatened over X, and it's been a massive overhang" for Tesla stock, Ives said.

Musk, he said, needs to commit to being Tesla CEO for three to five years and developing artificial intelligence with the company. When the company announces first-quarter earnings next week, Musk needs to spell out plans for future growth, including the status of the Model 2, a small EV that costs about $25,000, Ives said. Otherwise, dark days lie ahead, he said.

“Investors are not just taking Musk's word,” he said. “There's a feeling like the plane is crashing into the ocean and the board is focused on their own salted peanuts.”

Musk has less leverage than he did in January because of this year's stock slide. “He went from Cinderella story to the Nightmare on Elm Street in a matter of six months,” Ives said.

At the time of the Delaware court ruling, Musk’s package was worth more than $55.8 billion, but the court may have cost the mercurial CEO over $10 billion due to the company’s stock slide this year. The filing said Musk’s 2018 compensation was worth $44.9 billion at the close of trading on April 12.

Since last year, Tesla has cut prices as much as $20,000 on some models. The price cuts caused used electric vehicle values to drop and clipped Tesla’s profit margins.

This week, Tesla said it was letting about 10% of its workers go, about 14,000 people.

In the filing, Tesla's board wrote that the decision to seek shareholder approval of Musk's 2018 pay package was made by the board after it received a report from a special committee of one board member, Kathleen Wilson-Thompson.

The board wrote that if there is any significant vote against future executive pay packages, “we will consider our stockholders' concerns, and the compensation committee will evaluate whether any actions are necessary to address those concerns.”

Shares of Tesla Inc., which slid another 8% this week, fell about 1% Wednesday.

The electric car company's CEO said early Thursday that Tesla would get shareholders to vote on whether to switch its corporate registration to Texas, where its physical headquarters is located. Photo courtesy of Tesla

Tesla investors potentially to vote on switching the carmaker's corporate registration to Texas

to be or not to be

Elon Musk wants Tesla investors to decide on moving the company's corporate listing to Texas after a Delaware court decided he shouldn't get a multibillion-dollar pay package.

The electric car company's CEO said early Thursday that Tesla would get shareholders to vote on whether to switch its corporate registration to Texas, where its physical headquarters is located.

“Tesla will move immediately to hold a shareholder vote to transfer state of incorporation to Texas,” Musk wrote on his social media platform X, formerly known as Twitter.

Musk had polled X users earlier on the same question, with 87.1% of 1.1 million respondents voting yes. “The public vote is unequivocally in favor of Texas!” he wrote.

Musk, who has previously polled people on X before making decisions, moved Tesla's headquarters to Austin, Texas, from California in 2021.

His announcement comes after a judge in Delaware, where the company is currently registered, ruled last Tuesday that Musk is not entitled to a landmark compensation package potentially worth more than $55 billion that was awarded by Tesla’s board of directors.

After the ruling, Musk took to social media to to express his displeasure.

“Never incorporate your company in the state of Delaware,” he wrote in one post. He later added, “I recommend incorporating in Nevada or Texas if you prefer shareholders to decide matters.”

The ruling came five years after shareholders filed a lawsuit accusing Musk and Tesla directors of breaching their duties and arguing that the pay package was a product of sham negotiations with directors who were not independent of him.

The defense countered that the pay plan was fairly negotiated by a compensation committee whose members were independent and had lofty performance milestones.

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Tesla, Houston City College to receive millions for workforce training

texas talent

Gov. Greg Abbott announced $1.73 million in workforce training grants for the Houston and Rio Grande Valley regions late last month, with the bulk of the funding heading toward Houston.

The funding comes through the Skills Development Fund (SDF) grant program from the Texas Workforce Commission. The grants will help train 689 current and new workers in technology, manufacturing, technology, logistics and other fields in high demand.

Three grants totaling $1.56 million will go to Houston City College to develop training programs for 602 Houston-area workers.

The largest grant, totaling $782,998, will go toward training 261 employees for Tesla Inc. as welders, maintenance technicians, process technicians and other jobs. In addition to Tesla’s $200 million megafactory in Brookshire, Texas, the electric vehicle company is also considering building a $10.1 billion solar cell manufacturing facility in Fort Bend County called Project Sun City. The company recently expanded its self-driving Robotaxi service throughout 610 Loop and northwest Houston.

A second grant of $690,044 will go toward training 300 workers at Texas Tissue LLC and Karsten Management LLC as frontline supervisors, production line operators, design specialists and maintenance technicians. An allocation of $83,963 will go toward training 41 workers at Watchfire Signs LLC as production supervisors, operations specialists, industrial maintenance technicians, and more.

According to HCC, its Corporate Training and Development will coordinate the program in partnership with the college’s Advanced Manufacturing Center of Excellence Southwest and the Material Science Center of Excellence Welding Department.

“These grants demonstrate how state agencies, employers and Houston City College can work together to meet evolving workforce needs, strengthen Texas businesses and create meaningful opportunities for workers,” HCC Chancellor Margaret Ford Fisher said in a news release.

TWC granted an additional $169,087 to Workforce Solutions Lower Rio Grande Valley to train 87 workers at Denso Ten America Limited, Alps Logistics (USA) Inc., Index Fresh Inc. and Emerson Electric Co.

“When we align local training directly with the needs of expanding industries, we strengthen the regional economy,” TWC Chairman Joe Esparza said in the news release. “These Skills Development Fund grants empower Houston City College and Workforce Solutions Lower Rio Grande Valley to provide the specialized, high-demand training that employers need to succeed right here in Texas.”

Texas A&M wins $5.4M DOE grant for advanced nuclear fuel research

fresh funding

The U.S. Department of Energy has awarded Texas A&M Engineering Experiment Station (TEES) a $5.4 million grant to research ways to turn nuclear waste into fuel.

The goal of the project, “Turning Nuclear Waste into Fuel with a Thorium Molten Salt Reactor,” is to develop innovative reactor fuel technology that could help transform long-lived nuclear waste into a valuable energy resource while advancing the future of nuclear power, according to Texas A&M.

Lin Shao, a Texas A&M professor of nuclear engineering, will lead the project and unite researchers from TEES, Savannah River National Laboratory and Abilene, Texas-based nuclear power company Natura Resources. The team will use experimental testing, fuel preparation, reactor design and computational modeling in their work.

“Texas A&M Engineering is honored to receive this support from the Department of Energy to advance groundbreaking nuclear energy technologies,” Robert H. Bishop, vice chancellor and dean of Texas A&M Engineering and director of TEES, said in a news release. “This research aligns directly with our mission to solve the nation’s most pressing engineering challenges through innovation and collaboration. We have an opportunity to develop solutions that reduce nuclear waste, improve energy reliability and help maintain American leadership in advanced nuclear technologies.”

Texas A&M’s award is part of the DOE's Advanced Research Projects Agency-Energy (ARPA-E) $50 million advancement for next-generation nuclear fuels through the High-performance Optimized Recycled Nuclear Isotopes for Gen IV reactors (HORNIG) program. Texas A&M was one of eight projects selected as part of the ARPA-E efforts.

“America’s energy future depends on bold innovation and strong partnerships between the federal government, national laboratories, universities and industry,” U.S. Deputy Secretary of Energy James P. Danly said when he awarded the grant on campus Oct. 29. “This project demonstrates how we can address long-term nuclear waste challenges while advancing technologies that strengthen our nation’s energy security. The Department of Energy is proud to support research that has the potential to unlock new value from existing nuclear materials and accelerate the deployment of advanced reactor systems.”

Zero-emission electric air taxi network to land in Texas in 2027

Electric Travel

San Jose, California-based aerospace company Archer Aviation is bringing its air-taxi system to the “Texas triangle” of Houston, Austin and Dallas-Fort Worth.

Currently, the planned zero-emission electric air taxi networks will use Archer’s Midnight air taxi to “turn 60- to 90-minute drives to major airports, business districts and major destinations into 10- to 20-minute flights,” the company said in a news release. Archer plans to begin flights in the Texas triangle next year.

The Midnight air taxi is an all-electric vertical takeoff and landing (eVTOL) aircraft. It can carry four passengers and a pilot and is designed for consecutive flights of about 20 miles.

Archer cites the Texas triangle as one of the busiest and fastest-growing “megaregions” in the country due to its proximity to coastal regions, major airports, and a number of business districts.

Archer Chief Commercial Officer Nikhil Goel described the air taxi experience to CW Houston as “100 times quieter than a helicopter for the price of an Uber Black.” He added that the air taxis are a combination of a helicopter, a small airplane and a drone.

In Houston, Archer’s air taxi network will aim to connect George Bush Intercontinental, William P. Hobby and Sugar Land Regional Airport with downtown destinations, including the Thompson Hotel helipad, and Galveston.

In Austin, it plans to link the city's Austin-Bergstrom International Airport and Austin Executive Airport with the F1 Circuit Helipad at the Circuit of the Americas. Archer debuted its Midnight aircraft at the F1 Prix in the Fan Zone and the F1 Paddock at Austin’s COTA.

The Dallas-Fort Worth network is slated to include Dallas-Fort Worth International Airport, Dallas Love Field, Addison Airport, Arlington Municipal Airport, Fort Worth Meacham International Airport and Perot Field Fort Worth Alliance Airport, plus major business hubs like Frisco Station.

“Texas is setting the bar for America’s leadership in the next generation of aviation,” Adam Goldstein, founder and CEO of Archer Aviation, said in the release. “Our planned networks will make the benefits of electric air taxis real for Texans — trading hours in traffic for minutes in the air, while connecting the biggest airports, business districts and sporting hubs in ways that America’s largest megaregion needs to grow.”

Archer is working with state and local partners to develop charging infrastructure and plans to pursue Texas operations through the White House’s eVTOL Integration Pilot Program, according to the release. It recently completed its "No Roads" flight tour, which included multiple flights over the San Francisco Bay, and flew to seven cities over three days.

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This article first appeared on InnovationMap.com.