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Tesla announces annual meeting under pressure from shareholders

Tesla Talk

Musk has said Tesla will hold a shareholder meeting in November. Photo via Getty Images

Tesla has scheduled an annual shareholder meeting for November, one day after it came under pressure from major shareholders to do so.

Billionaire Elon Musk's company said in a regulatory filing on Thursday that the meeting would be held Nov. 6, but that may prove troublesome because it comes nearly three months after it is required to do so under state law in Texas, where the company is incorporated.

The annual meeting, given Tesla's fortunes this year, has the potential to be a raucous event and it is unclear how investors will react to the delay, which is rare for any major U.S. corporation.

Tesla shares have plunged 27% this year, largely due to blowback over Musk's affiliation with President Donald Trump, as well as rising competition.

The announcement of the meeting comes a day after a group of more than 20 Tesla shareholders sent a letter to the company's board pressing for an annual meeting after receiving no word of one with the deadline just days away.

Many shareholders have been miffed by Musk's participation in the Trump administration this year, saying he needs to focus on his EV company which is facing extraordinary pressures.

“An annual meeting provides shareholders with the opportunity to hear directly from the board about these concerns, and to vote for or against directors, the board’s approach to executive compensation, and other matters of material importance,” the group said in the letter.

The group cited Texas law, which requires companies to schedule annual shareholders meetings within 13 months of the prior annual meeting.

Tesla’s last shareholders meeting was on June 13 of last year, where investors voted to restore Musk’s record $44.9 billion pay package that was thrown out by a Delaware judge earlier that year.

Also on Thursday, Musk that the Grok chatbot will be heading to Tesla vehicles.

“Grok is coming to Tesla vehicles very soon. Next week at the latest,” Musk said on social media platform X, in response to a post stating that Grok implementation on Teslas wasn't announced on a Grok livestream Wednesday.

Grok was developed by Musk’s artificial intelligence company xAI and pitched as an alternative to “woke AI” interactions from rival chatbots like Google’s Gemini, or OpenAI’s ChatGPT.

Shares of Tesla rose 3% at the opening bell after tumbling this week when the feud between Trump and Musk heated up again.

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Tesla sales are down to start the year. Getty Images

Tesla sales tumble 13% as Musk backlash, competition and aging lineup turn off buyers

Tesla Talk

Tesla sales fell 13% in the first three months of the year, another sign that Elon Musk’s once high-flying electric car company is struggling to attract buyers.

The double-digit drop is likely due to a combination of factors, including its aging lineup, competition from rivals and a backlash from Musk’s embrace of right wing politics. It also is a warning that the company’s first-quarter earnings report later this month could disappoint investors.

Tesla reported deliveries of 336,681 globally in the January to March quarter. The figure was down from sales of 387,000 in the same period a year ago. The decline came despite deep discounts, zero financing and other incentives.

Analysts polled by FactSet expected much higher deliveries of 408,000.

Dan Ives of Wedbush said in a note to clients that Tesla is seeing soft demand in the United States and China, as well as facing pressure in Europe.

“The brand crisis issues are clearly having a negative impact on Tesla...there is no debate,” he said.

Ives said that Wall Street financial analysts knew the first-quarter figures were likely to be bad, but that it was even worse than expected, calling them a “disaster on every metric.”

The sales drop came three weeks after President Donald Trump held an extraordinary press conference outside the White House in which he praised Tesla, blasted boycotts against the company and bought a Tesla himself while TV cameras rolled in an effort to help lift sales.

“I don’t like what’s happening to you,” said Trump, before slipping into a red Model S and exclaiming, “Wow. That’s beautiful.”

After falling as much as 6% in early Wednesday, Tesla stock shot up more than 5% in afternoon trading after a report from Politico, citing anonymous sources, that Musk may soon step down from leadership of his Department of Government Efficiency, the cost-cutting group that has led to tens of thousands of federal workers losing their jobs.

Tesla investors have complained the DOGE work has diverted Musk's focus from Tesla, where he is the CEO. On Tuesday, New York City's comptroller overseeing pension funds down $300 million this year on Tesla holdings called for a lawsuit accusing a distracted Musk of "driving Tesla off a financial cliff.”

Tesla’s stock has plunged by roughly half since hitting a mid-December record as expectations of a lighter regulatory touch and big profits with Donald Trump as president were replaced by fear that the boycott of Musk's cars and other problems could hit the company hard.

Analysts are still not sure exactly how much the fall in sales is due to the protests or other factors. Electric car sales have been sluggish in general, and Tesla in particular is suffering as car buyers hold off from buying its bestselling Model Y while waiting for an updated version.

Still, even bullish financial analysts who earlier downplayed the backlash to Musk’s polarizing political stances are acknowledging that it is hurting the company, something that Musk also recently acknowledged.

“This is a very expensive job,” Musk said at a Wisconsin rally on Sunday, referring to his DOGE role. “My Tesla stock and the stock of everyone who holds Tesla has gone roughly in half."

The protests come as the Austin, Texas electric vehicle maker faces fierce competition from other EV makers offering vastly improved models, including those of BYD. The Chinese EV giant unveiled in March a technology that allows it cars to charge up in just five to eight minutes.

Tesla is expected to report earnings of 48 cents per share for the first quarter later this month, up 7% from a year earlier, according to a survey of financial analysts who the car company by research firm FactSet.

Nearly all of Tesla’s sales in the quarter came from the smaller and less-expensive Models 3 and Y, with the company selling less than 13,000 more expensive models, which include X and S as well as the Cybertruck.

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

Judge once again rejects Texas-based Tesla's multi-billion-dollar pay package for Elon Musk — now what?

hard no

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.

The U.S. National Highway Traffic Safety Administration has raised concerns about Tesla's public messaging on its "Full Self-Driving" system. Photo via tesla.com

US safety agency pressures Texas-based Tesla over full self-driving claims, crash concerns

The U.S. government's highway safety agency says Tesla is telling drivers in public statements that its vehicles can drive themselves, conflicting with owners manuals and briefings with the agency saying the electric vehicles need human supervision.

The National Highway Traffic Safety Administration is asking the company to “revisit its communications” to make sure messages are consistent with user instructions.

The request came in a May email to the company from Gregory Magno, a division chief with the agency's Office of Defects Investigation. It was attached to a letter seeking information on a probe into crashes involving Tesla's “Full Self-Driving” system in low-visibility conditions. The letter was posted Friday on the agency's website.

The agency began the investigation in October after getting reports of four crashes involving “Full Self-Driving" when Teslas encountered sun glare, fog and airborne dust. An Arizona pedestrian was killed in one of the crashes.

Critics, including Transportation Secretary Pete Buttigieg, have long accused Tesla of using deceptive names for its partially automated driving systems, including “Full Self-Driving” and “Autopilot,” both of which have been viewed by owners as fully autonomous.

The letter and email raise further questions about whether Full Self-Driving will be ready for use without human drivers on public roads, as Tesla CEO Elon Musk has predicted. Much of Tesla's stock valuation hinges on the company deploying a fleet of autonomous robotaxis.

Musk, who has promised autonomous vehicles before, said the company plans to have autonomous Models Y and 3 running without human drivers next year. Robotaxis without steering wheels would be available in 2026 starting in California and Texas, he said.

A message was sent Friday seeking comment from Tesla.

In the email, Magno writes that Tesla briefed the agency in April on an offer of a free trial of “Full Self-Driving” and emphasized that the owner's manual, user interface and a YouTube video tell humans that they have to remain vigilant and in full control of their vehicles.

But Magno cited seven posts or reposts by Tesla's account on X, the social media platform owned by Musk, that Magno said indicated that Full Self-Driving is capable of driving itself.

“Tesla's X account has reposted or endorsed postings that exhibit disengaged driver behavior,” Magno wrote. “We believe that Tesla's postings conflict with its stated messaging that the driver is to maintain continued control over the dynamic driving task."

The postings may encourage drivers to see Full Self-Driving, which now has the word “supervised” next to it in Tesla materials, to view the system as a “chauffeur or robotaxi rather than a partial automation/driver assist system that requires persistent attention and intermittent intervention by the driver,” Magno wrote.

On April 11, for instance, Tesla reposted a story about a man who used Full Self-Driving to travel 13 miles (21 kilometers) from his home to an emergency room during a heart attack just after the free trial began on April 1. A version of Full Self-Driving helped the owner "get to the hospital when he needed immediate medical attention,” the post said.

In addition, Tesla says on its website that use of Full Self-Driving and Autopilot without human supervision depends on “achieving reliability" and regulatory approval, Magno wrote. But the statement is accompanied by a video of a man driving on local roads with his hands on his knees, with a statement that, “The person in the driver's seat is only there for legal reasons. He is not doing anything. The car is driving itself,” the email said.

In the letter seeking information on driving in low-visibility conditions, Magno wrote that the investigation will focus on the system's ability to perform in low-visibility conditions caused by “relatively common traffic occurrences.”

Drivers, he wrote, may not be told by the car that they should decide where Full Self-Driving can safely operate or fully understand the capabilities of the system.

“This investigation will consider the adequacy of feedback or information the system provides to drivers to enable them to make a decision in real time when the capability of the system has been exceeded,” Magno wrote.

The letter asks Tesla to describe all visual or audio warnings that drivers get that the system “is unable to detect and respond to any reduced visibility condition.”

The agency gave Tesla until Dec. 18 to respond to the letter, but the company can ask for an extension.

That means the investigation is unlikely to be finished by the time President-elect Donald Trump takes office in January, and Trump has said he would put Musk in charge of a government efficiency commission to audit agencies and eliminate fraud. Musk spent at least $119 million in a campaign to get Trump elected, and Trump has spoken against government regulations.

Auto safety advocates fear that if Musk gains some control over NHTSA, the Full Self-Driving and other investigations into Tesla could be derailed.

Musk even floated the idea of him helping to develop national safety standards for self-driving vehicles.

“Of course the fox wants to build the henhouse,” said Michael Brooks, executive director of the Center for Auto Safety, a nonprofit watchdog group.

He added that he can't think of anyone who would agree that a business mogul should have direct involvement in regulations that affect the mogul’s companies.

“That’s a huge problem for democracy, really,” Brooks said.

Texan Elon Musk stands to benefit from the next president. Photo via cdn.britannica.com

Election results buoy stock at Texas-based Tesla

seeing dollar signs

Shares of Tesla soared Wednesday as investors bet that the electric vehicle maker and its Texas-based CEO Elon Musk will benefit from Donald Trump’s return to the White House.

Tesla stands to make significant gains under a Trump administration with the threat of diminished subsidies for alternative energy and electric vehicles doing the most harm to smaller competitors. Trump’s plans for extensive tariffs on Chinese imports make it less likely that Chinese EVs will be sold in bulk in the U.S. anytime soon.

“Tesla has the scale and scope that is unmatched,” said Wedbush analyst Dan Ives, in a note to investors. “This dynamic could give Musk and Tesla a clear competitive advantage in a non-EV subsidy environment, coupled by likely higher China tariffs that would continue to push away cheaper Chinese EV players.”

Tesla shares jumped 14.8% Wednesday while shares of rival electric vehicle makers tumbled. Nio, based in Shanghai, fell 5.3%. Shares of electric truck maker Rivian dropped 8.3% and Lucid Group fell 5.3%.

Tesla dominates sales of electric vehicles in the U.S, with 48.9% in market share through the middle of 2024, according to the U.S. Energy Information Administration.

Subsidies for clean energy are part of the Inflation Reduction Act, signed into law by President Joe Biden in 2022. It included tax credits for manufacturing, along with tax credits for consumers of electric vehicles.

Musk was one of Trump’s biggest donors, spending at least $119 million mobilizing Trump’s supporters to back the Republican nominee. He also pledged to give away $1 million a day to voters signing a petition for his political action committee.

In some ways, it has been a rocky year for Tesla, with sales and profit declining through the first half of the year. Profit did rise 17.3% in the third quarter.

The U.S. opened an investigation into the company’s “Full Self-Driving” system after reports of crashes in low-visibility conditions, including one that killed a pedestrian. The investigation covers roughly 2.4 million Teslas from the 2016 through 2024 model years.

And investors sent company shares tumbling last month after Tesla unveiled its long-awaited robotaxi at a Hollywood studio Thursday night, seeing not much progress at Tesla on autonomous vehicles while other companies have been making notable progress.

Tesla began selling the software, which is called “Full Self-Driving,” nine years ago. But there are doubts about its reliability.

The stock is now showing a 16.1% gain for the year after rising the past two days.

The Washington Post reported that Musk worked illegally in the country while on a student visa. Photo by Justin Sullivan/Getty Images

Texas EV entrepreneur Elon Musk called out over published report that he once worked in the US illegally

he said, he said

 President Joe Biden slammed Elon Musk for hypocrisy on immigration after a published report that the Tesla CEO once worked illegally in the United States. The South Africa-born Musk denies the allegation.

“That wealthiest man in the world turned out to be an illegal worker here. No, I’m serious. He was supposed to be in school when he came on a student visa. He wasn’t in school. He was violating the law. And he’s talking about all these illegals coming our way?” Biden said while campaigning on Saturday in Pittsburgh at a union hall.

The Washington Post reported that Musk worked illegally in the country while on a student visa. The newspaper, citing company documents, former business associates and court documents, said Musk arrived in Palo Alto, California in 1995 for a graduate program at Stanford University "but never enrolled in courses, working instead on his startup. ”

Musk wrote on X in reply to a video post of Biden’s comments: “I was in fact allowed to work in the US." Musk added, “The Biden puppet is lying.”

Investors in Musk’s company, Zip2, were concerned about the possibility of their founder being deported, according to the report, and gave him a deadline for obtaining a work visa. The newspaper also cited a 2005 email from Musk to his Tesla co-founders acknowledging that he did not have authorization to be in the U.S. when he started Zip2.

According to the account, that email was submitted as evidence in a now-closed California defamation lawsuit and said that Musk had applied to Stanford so he could stay in the country legally.

Musk is today the world’s richest man. He has committed more than $70 million to help Republican presidential nominee Donald Trump and other GOP candidates win on Nov. 5, and is one of the party's biggest donors this campaign season. He has been headlining events in the White House race’s final stretch, often echoing Trump's dark rhetoric against immigration.

Trump has pledged to give Musk a role in his administration if he wins next month.

There was no immediate response to messages left with X and Tesla seeking Musk’s comment.

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1PointFive secures new buyer for Texas CO2 removal project​

seeing green

Houston’s Occidental Petroleum Corp., or Oxy, and its subsidiary 1PointFive have secured another carbon removal credit deal for its $1.3 billion direct air capture (DAC) project, Stratos.

California-based Palo Alto Networks has agreed to purchase 10,000 tons of carbon dioxide removal (CDR) credits over five years from the project, according to a news release.

The company joins others like Microsoft, Amazon, AT&T, Airbus, the Houston Astros and the Houston Texans that have agreed to buy CDR credits from 1Point5.

"Collaborating with 1PointFive in this carbon removal credit agreement highlights our proactive approach toward exploring innovative solutions for a greener future,” BJ Jenkins, president of Palo Alto Networks, said in the release.

The Texas-based Stratos project is slated to come online this year near Odessa. It's being developed through a joint venture with investment manager BlackRock and is designed to capture up to 500,000 metric tons of CO2 per year. The U.S Environmental Protection Agency recently approved Class VI permits for the project.

DAC technology pulls CO2 from the air at any location, not just where carbon dioxide is emitted. Under the agreement with Palo Alto Networks and others, the carbon dioxide that underlies the credits will be stored in a below-the-surface saline aquifer and won’t be used to produce oil or gas.

“We look forward to collaborating with Palo Alto Networks and using Direct Air Capture to help advance their sustainability strategy,” Michael Avery, president and general manager of 1PointFive, said in the release. “This agreement continues to build momentum for high-integrity carbon removal while furthering DAC technology to support energy development in the United States.”

Chevron gets green light on $53 billion Hess acquisition

Mega Deal

Chevron has scored a critical ruling in Paris that has given it the go-ahead for a $53 billion acquisition of Hess and access to one of the biggest oil finds of the decade.

Chevron said Friday that it completed its acquisition of Hess shortly after the ruling from the International Chamber of Commerce in Paris. Exxon had challenged Chevron’s bid for Hess, one of three companies with access to the massive Stabroek Block oil field off the coast of Guyana.

“We disagree with the ICC panel’s interpretation but respect the arbitration and dispute resolution process,” Exxon Mobil said in a statement on Friday.

Guyana is a country of 791,000 people that is poised to become the world’s fourth-largest offshore oil producer, placing it ahead of Qatar, the United States, Mexico and Norway. It has become a major producer in recent years.

Oil giants Exxon Mobil, China’s CNOOC, and Hess squared off in a heated competition for highly lucrative oil fields in northern South America.

With Chevron getting the green light on Friday, it is now one of the major players in the Stabroek.

“We are proud of everyone at Hess for building one of the industry’s best growth portfolios including Guyana, the world’s largest oil discovery in the last 10 years, and the Bakken shale, where we are a leading oil and gas producer,” former Hess CEO John Hess said in a statement. “The strategic combination of Chevron and Hess creates a premier energy company positioned for the future.”

Chevron also said that on Thursday the Federal Trade Commission lifted its earlier restriction, clearing the way for John Hess to join its board of directors, subject to board approval.

Chevron announced its deal for Hess in October 2023, less than two weeks after Exxon Mobil said that it would acquire Pioneer Natural Resources for about $60 billion.

Chevron said at the time that the acquisition of Hess would add a major oil field in Guyana as well as shale properties in the Bakken Formation in North Dakota.

“Given the significant value we’ve created in the development of the Guyana resource, we believed we had a clear duty to our investors to consider our preemption rights to protect the value we created through our innovation and hard work at a time when no one knew just how successful this venture would become,” Exxon Mobil said Friday. “We welcome Chevron to the venture and look forward to continued industry-leading performance and value creation in Guyana for all parties involved.”

Chevron's stock rose more than 3% before the market open, while shares of Hess surged more than 7%. Exxon's stock climbed slightly.

Houston researchers develop strong biomaterial that could replace plastic

plastic problem

Collaborators from two Houston universities are leading the way in engineering a biomaterial into a scalable, multifunctional material that could potentially replace plastic.

The research was led by Muhammad Maksud Rahman, an assistant professor of mechanical and aerospace engineering at the University of Houston and an adjunct assistant professor of materials science and nanoengineering at Rice University. The team shared its findings in a study in the journal Nature Communications earlier this month. M.A.S.R. Saadi, a doctoral student in material science and nanoengineering at Rice, served as the first author.

The study introduced a biosynthesis technique that aligns bacterial cellulose fibers in real-time, which resulted in robust biopolymer sheets with “exceptional mechanical properties,” according to the researchers.

Biomaterials typically have weaker mechanical properties than their synthetic counterparts. However, the team was able to develop sheets of material with similar strengths to some metals and glasses. And still, the material was foldable and fully biodegradable.

To achieve this, the team developed a rotational bioreactor and utilized fluid motion to guide the bacteria fibers into a consistent alignment, rather than allowing them to align randomly, as they would in nature.

The process also allowed the team to easily integrate nanoscale additives—like graphene, carbon nanotubes and boron nitride—making the sheets stronger and improving the thermal properties.

“This dynamic biosynthesis approach enables the creation of stronger materials with greater functionality,” Saadi said in a release. “The method allows for the easy integration of various nanoscale additives directly into the bacterial cellulose, making it possible to customize material properties for specific applications.”

Ultimately, the scientists at UH and Rice hope this discovery could be used for the “next disposable water bottle,” which would be made by biodegradable biopolymers in bacterial cellulose, an abundant resource on Earth.

Additionally, the team sees applications for the materials in the packaging, breathable textiles, electronics, food and energy sectors.

“We envision these strong, multifunctional and eco-friendly bacterial cellulose sheets becoming ubiquitous, replacing plastics in various industries and helping mitigate environmental damage,” Rahman said the release.

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