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Tesla attorneys ask judge to vacate decision invalidating massive pay package for Elon Musk

a request

Defense attorneys say the vote makes clear that Tesla shareholders, with full knowledge of the flaws in the 2018 process that McCormick pointed out in her January ruling, are adamant that Musk is entitled to the pay package. Photo via cdn.britannica.com

Attorneys for Elon Musk and Tesla’s corporate directors are asking a Delaware judge to vacate her ruling requiring the company to rescind a massive and unprecedented pay package for Musk.

Friday's hearing follows a January ruling in which Chancellor Kathaleen St. Jude McCormick concluded that Musk engineered the landmark 2018 pay package in sham negotiations with directors who were not independent. The compensation package initially carried a potential maximum value of about $56 billion, but that sum has fluctuated over the years based on Tesla's stock price.

Following the court ruling, Tesla shareholders met in June and ratified Musk’s 2018 pay package for a second time, again by an overwhelming margin.

Defense attorneys say the vote makes clear that Tesla shareholders, with full knowledge of the flaws in the 2018 process that McCormick pointed out in her January ruling, are adamant that Musk is entitled to the pay package.

“Honoring the shoulder vote would affirm the strength of our corporate system,” David Ross, an attorney for Musk and the other individual defendants, told McCormick. “This was stockholder democracy working.”

Ross told the judge that the defendants were not challenging the factual findings or legal conclusions in her ruling, but simply asking that she vacate her order directing Tesla to rescind the pay package.

McCormick, however, seemed skeptical of the defense arguments, peppering attorneys with questions and noting that there is no precedent in Delaware law for allowing a post-trial shareholder vote to ratify adjudicated breaches of fiduciary duty by corporate directors.

“This has never been done before,” she said.

Defense attorneys argued that, while they could find no case that is exactly comparable, Delaware law has long recognized shareholder ratification as a cure to corporate governance errors, and has long acknowledged the “sovereignty” of shareholders as the ultimate owners of a corporation.

“I candidly don’t see how Delaware law can tell the owners of the company that they’re not entitled to make the decision they made,” said Rudolf Koch, an attorney for Tesla.

Donald Verrilli, a lawyer for an induvial stockholder who owns more than 19,000 Tesla shares, suggested that it would be wrong for the lone shareholder who filed the lawsuit to thwart the will of the majority of Tesla shareholders. At the time the lawsuit was filed, the plaintiff owned just nine shares of Tesla stock.

“The voice of the majority of shareholders should matter…. This lawsuit is not representing the interest of the shareholders," Verrilli said.

Thomas Grady, an attorney for a group of Florida objectors who own or manage almost 8 million Tesla shares with some $2 billion, argued that for McCormick to rule for the plaintiff, she has to “disenfranchise” all other Tesla shareholders.

Greg Varallo, an attorney for the plaintiff, urged McCormick not to give any credence to the June shareholder vote, saying it has no legal precedent in Delaware or anywhere else. There also is no reason for the court to reopen the trial record and admit new evidence, he said.

Under Delaware law, stockholders have no authority to overrule courts by trying to use a post-trial ratification vote as a “giant eraser,” Varallo argued.

“Ratification is not magic, and it never has been,” Varallo added. “This should end here and now.”

McCormick gave no indication on when she would rule. She also has yet to rule on a huge and unprecedented fee request by plaintiff attorneys, who contend that they are entitled to legal fees in the form of Tesla stock valued at more than $7 billion.

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Hazardous waste company with Houston presence to make $3B acquisition

big deal

Veolia, a Boston-based company with major operations in Texas, is purchasing hazardous-waste company Clean Earth from Enviri as part of a $3 billion deal.

Veolia is a private water operator, technology provider and hazardous waste and pollution treatment company that operates a large hazardous waste treatment and incineration facility in Port Arthur. Hazardous waste treatment is a growing sector as the clean energy, semiconductor manufacturing, healthcare and pharmaceutical industries generate high levels of waste that need to be handled safely.

Acquiring Clean Earth’s 82 facilities, which include 19 EPA-permitted sites, will expand Veolia’s reach into 10 new states and will position the company as the second-largest hazardous waste operator in the U.S., according to a news release. The deal is Veolia’s sixth and largest North American acquisition of 2025.

“(The acquisition) allows us to unlock the full value potential of our U.S. hazardous waste activities and to double our size on this critical, fast-growing sector, creating a No. 2 player,” Estelle Brachlianoff, CEO of Veolia, said in a news release. “We reinforce our global capacities in hazardous waste and further increase our international footprint.”

Veolia’s Port Arthur facility specializes in servicing generators with large-volume waste treatment requirements.

The transaction is expected to close mid-2026. Veolia hopes the increased exposure into industries such as retail and healthcare will help to offer a full range of environmental services across the U.S.

“This continued transformation of our portfolio enhances the growth profile and strength of our group, uniquely positioned to tackle the sustained demand for environmental security,” Brachlianoff added in the release.

Reliant partners to expand Texas virtual power plant and home battery use

energy incentives

Houston’s Reliant and San Francisco tech company GoodLeap are teaming up to bolster residential battery participation and accelerate the growth of NRG’s virtual power plant (VPP) network in Texas.

Through the new partnership, eligible Reliant customers can either lease a battery or enter into a power purchase agreement with GoodLeap through its GoodGrid program, which incentivises users by offering monthly performance-based rewards for contributing stored power to the grid. Through the Reliant GoodLeap VPP Battery Program, customers will start earning $40 per month in rewards from GoodLeap.

“These incentives highlight our commitment to making homeowner battery adoption more accessible, effectively offsetting the cost of the battery and making the upgrade a no-cost addition to their homes,” Dan Lotano, COO at GoodLeap, said in a news release.“We’re proud to work with NRG to unlock the next frontier in distributed energy in Texas. This marks an important step in GoodLeap reaching our nationwide goal of 1.5 GW of managed distributed energy over the next five years.”

Other features of the program include power outage plans, with battery reserves set aside for outage events. The plan also intelligently manages the battery without homeowner interaction.

The partnership comes as Reliant’s parent company, NRG, continues to scale its VPP program. Last year, NRG partnered with California-based Renew Home to distribute hundreds of thousands of VPP-enabled smart thermostats by 2035 in an effort to help households manage and lower their energy costs.

“We started building our VPP with smart thermostats across Texas, and now this partnership with GoodLeap brings home battery storage into our platform,” Mark Parsons, senior vice president and head of Texas energy at NRG, said in a the release. “Each time we add new devices, we’re enabling Texans to unlock new value from their homes, earn rewards and help build a more resilient grid for everyone. This is about giving customers the opportunity to actively participate in the energy transition and receive tangible benefits for themselves and their communities.

How Corrolytics is tackling industrial corrosion and cutting emissions

now streaming

Corrosion is not something most people think about, but for Houston's industrial backbone pipelines, refineries, chemical plants, and water infrastructure, it is a silent and costly threat. Replacing damaged steel and overusing chemicals adds hundreds of millions of tons of carbon emissions every year. Despite the scale of the problem, corrosion detection has barely changed in decades.

In a recent episode of the Energy Tech Startups Podcast, Anwar Sadek, founder and CEO of Corrolytics, explained why the traditional approach is not working and how his team is delivering real-time visibility into one of the most overlooked challenges in the energy transition.

From Lab Insight to Industrial Breakthrough

Anwar began as a researcher studying how metals degrade and how microbes accelerate corrosion. He quickly noticed a major gap. Companies could detect the presence of microorganisms, but they could not tell whether those microbes were actually causing corrosion or how quickly the damage was happening. Most tests required shipping samples to a lab and waiting months for results, long after conditions inside the asset had changed.

That gap inspired Corrolytics' breakthrough. The company developed a portable, real-time electrochemical test that measures microbial corrosion activity directly from fluid samples. No invasive probes. No complex lab work. Just the immediate data operators can act on.

“It is like switching from film to digital photography,” Anwar says. “What used to take months now takes a couple of hours.”

Why Corrosion Matters in Houston's Energy Transition

Houston's energy transition is a blend of innovation and practicality. While the world builds new low-carbon systems, the region still depends on existing industrial infrastructure. Keeping those assets safe, efficient, and emission-conscious is essential.

This is where Corrolytics fits in. Every leak prevented, every pipeline protected, and every unnecessary gallon of biocide avoided reduces emissions and improves operational safety. The company is already seeing interest across oil and gas, petrochemicals, water and wastewater treatment, HVAC, industrial cooling, and biofuels. If fluids move through metal, microbial corrosion can occur, and Corrolytics can detect it.

Because microbes evolve quickly, slow testing methods simply cannot keep up. “By the time a company gets lab results, the environment has changed completely,” Anwar explains. “You cannot manage what you cannot measure.”

A Scientist Steps Into the CEO Role

Anwar did not plan to become a CEO. But through the National Science Foundation's ICorps program, he interviewed more than 300 industry stakeholders. Over 95 percent cited microbial corrosion as a major issue with no effective tool to address it. That validation pushed him to transform his research into a product.

Since then, Corrolytics has moved from prototype to real-world pilots in Brazil and Houston, with early partners already using the technology and some preparing to invest. Along the way, Anwar learned to lead teams, speak the language of industry, and guide the company through challenges. “When things go wrong, and they do, it is the CEO's job to steady the team,” he says.

Why Houston

Relocating to Houston accelerated everything. Customers, partners, advisors, and manufacturing talent are all here. For industrial and energy tech startups, Houston offers an ecosystem built for scale.

What's Next

Corrolytics is preparing for broader pilots, commercial partnerships, and team growth as it continues its fundraising efforts. For anyone focused on asset integrity, emissions reduction, or industrial innovation, this is a company to watch.

Listen to the full conversation with Anwar Sadek on the Energy Tech Startups Podcast to learn more:

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Energy Tech Startups Podcast is hosted by Jason Ethier and Nada Ahmed. It delves into Houston's pivotal role in the energy transition, spotlighting entrepreneurs and industry leaders shaping a low-carbon future.


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