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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Houston cleantech company closes $12M seed round

fresh funding

Houston-based Helix Earth Technologies has closed a $12 million Seed 2 funding round to scale manufacturing of its energy-efficient commercial HVAC add-on technology.

Veriten, a Houston-based energy investment firm, led the round. Rua Ventures, Carnrite Ventures, Skywriter LLC and Textbook Ventures also participated.

Helix Earth—which was founded based on NASA technology, spun out of Rice University and has been incubated at Greentown Labs—is developing high-efficiency retrofit dehumidification systems that aim to reduce the energy consumption of commercial HVAC units. The company reports that its technology can lead to "healthier indoor air, lower energy bills, reduced building maintenance, and more comfortable spaces for building owners and occupants."

"Building owners are dealing with rising energy costs, uncontrolled humidity, and aging infrastructure with no viable, cost-effective path forward. We are in the field today solving these problems for commercial customers, and this capital puts us on an aggressive path to scale,” Rawand Rasheed, Helix Earth co-founder and CEO, said in a news release.

“The strength of this round reinforces our team's conviction that we can transform innovation-starved sectors with transformational solutions that deliver order-of-magnitude improvements to owners and operators, for both their bottom line and the environment,” Rasheed added.

Maynard Holt, Veriten’s founder and CEO, said that the investment firm is tripling its investment in Helix Earth.

"The team has built breakthrough technology with real applicability across multiple industries,” Holt said in the release. “Their first product will have an immediate and measurable impact on our energy system, and they are already pursuing adjacent innovations to help heavy industries operate more efficiently and with less waste. This is a well-rounded team with a proven track record of strong execution and disciplined capital management.”

Helix Earth also closed a $5.6 million seed funding round in 2024, led by Veriten.

Last year, the company secured a $1.2 million Small Business Innovation Research (SBIR) Phase II grant and won in the Smart Cities, Transportation & Sustainability contest at the 2025 SXSW Pitch Showcase. Rasheed was also named to the Forbes 30 Under 30 Energy and Green Tech list for 2025.

SLB and NVIDIA expand partnership to scale AI across energy sector

AI partnership

Houston-based energy technology company SLB has expanded its 18-year tech collaboration with chipmaker NVIDIA to include the development of an “AI factory for energy.”

Through their partnership, SLB and NVIDIA will create AI infrastructure and models built around SLB’s existing digital platforms to help energy companies scale AI for data and operations.

In addition to the development of the “AI factory,” SLB will:

  • Provide modular design services to enhance NVIDIA’s blueprint for building, launching and operating gigawatt-scale AI data centers. In this case, modular design involves manufacturing data center components off-site.
  • Use NVIDIA’s AI infrastructure to improve the processing of large datasets and AI models across SLB’s digital platforms.

Energy companies generate vast amounts of operational data, which can slow down and silo decision-making, SLB says. By combining NVIDIA’s Omniverse libraries and its Nemotron open models with SLB’s digital and AI platforms, the companies aim to more rapidly transform data into actionable insights.

Omniverse libraries are sets of prebuilt 3D elements, such as objects, surfaces and interactive features, that make it easier to construct detailed virtual spaces without having to design everything manually. They’re commonly used for building immersive environments, digital replicas of real-world systems and simulation scenarios.

Nemotron open models are AI models that are freely available to download and modify. Instead of relying on a hosted service, you can run them on your own infrastructure and tailor them to fit specific needs.

Vladimir Troy, vice president of AI infrastructure at NVIDIA, says the energy sector is at the forefront of AI driving a “new industrial revolution.”

“The winners in AI will be companies with the best data, the deepest domain expertise, and the ability to scale,” Demos Pafitis, SLB’s chief technology officer, added. “By collaborating with NVIDIA to advance modular data center construction and harness our domain expertise and digital platforms, we’re enabling the energy industry to deploy AI at scale and transform operational data into smarter decisions.”