just say no

Tesla shareholders ask investors to vote against Musk's compensation package

The shareholder group said in a letter to shareholders that ratification of Musk's pay package would do nothing to promote Tesla's long-term growth and stability. Photo via cdn.britannica.com

A group of Texas-based Tesla's shareholders is asking investors to vote against a compensation package worth more than $40 billion for CEO Elon Musk, saying that it's not in the electric vehicle maker's best interest.

Tesla is struggling with falling global sales, slowing electric vehicle demand, an aging model lineup and a stock price that has tumbled 30 percent this year.

The shareholder group, which includes New York City Comptroller Brad Lander, SOC Investment Group and Amalgamated Bank, said in a letter to shareholders that ratification of Musk's pay package would do nothing to promote Tesla's long-term growth and stability.

There's also concern that approval of the pay package will potentially lead to lawsuits arguing that it is corporate waste. And Musk is viewed as a part-time CEO at Tesla, with his time increasingly being spent on other business commitments, the letter said.

“Shareholders should not pretend that this award has any kind of incentivizing effect—it does not. What it does have is an excessiveness problem, which has been glaringly apparent from the start,” the group said.

They noted that if shareholders ratify the compensation package, it's possible that another plan will be put forth next year.

“Given Tesla’s history of exponentially larger awards, Musk may well ask for another award,” the group said.

The group is also asking investors to vote against the reelection of board members Kimbal Musk, Elon's brother, and James Murdoch, a former executive at media company Twenty-First Century Fox.

Last month Tesla asked shareholders to restore Musk's pay package, which was valued at $56 billion at the time, that was rejected by a Delaware judge this year. At the time, it also asked to shift the company’s corporate home to Texas.

The changes will be voted on by stockholders at a June 13 annual meeting.

In a letter to shareholders released in a regulatory filing last month, 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 the 2018 package that was approved by shareholders. Shares at the time were up 571 percent since the pay package began.

“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, but the value of its shares has eroded quickly this year as EV sales soften.

The company said it delivered 386,810 vehicles from January through March, nearly 9 percent fewer than it sold in the same period last year. 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.

Starting 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.

In April, Tesla said that it was letting about 10 percent of its workers go, about 14,000 people.

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A View From HETI

ExxonMobil Chairman and CEO Darren Woods said during the company’s recent second-quarter earnings call that the company is "concerned about the development of a broader market" for its low-carbon hydrogen plant in Baytown. Photo via exxonmobil.com

Spring-based ExxonMobil, the country’s largest oil and gas company, might delay or cancel what would be the world’s largest low-carbon hydrogen plant due to a significant change in federal law. The project carries a $7 billion price tag.

The Biden-era Inflation Reduction Act created a new 10-year incentive, the 45V tax credit, for production of clean hydrogen. But under President Trump’s "One Big Beautiful Bill Act," the window for starting construction of low-carbon hydrogen projects that qualify for the tax credit has narrowed. The Inflation Reduction Act mandated that construction start by 2033. But the Big Beautiful Bill switched the construction start time to early 2028.

“While our project can meet this timeline, we’re concerned about the development of a broader market, which is critical to transition from government incentives,” ExxonMobil Chairman and CEO Darren Woods said during the company’s recent second-quarter earnings call.

Woods said ExxonMobil is working to determine whether a combination of the 45Q tax credit for carbon capture projects and the revised 45V tax credit will help pave the way for a “broader” low-carbon hydrogen market.

“If we can’t see an eventual path to a market-driven business, we won’t move forward with the [Baytown] project,” Woods said.

“We knew that helping to establish a brand-new product and a brand-new market initially driven by government policy would not be easy or advance in a straight line,” he added.

Woods said ExxonMobil is trying to nail down sales contracts connected to the project, including exports of ammonia to Asia and Europe and sales of hydrogen in the U.S.

ExxonMobil announced in 2022 that it would build the low-carbon hydrogen plant at its refining and petrochemical complex in Baytown. The company has said the plant is slated to go online in 2027 and 2028.

As it stands now, ExxonMobil wants the Baytown plant to produce up to 1 billion cubic feet of hydrogen per day made from natural gas, and capture and store more than 98 percent of the associated carbon dioxide. The company has said the project could store as much as 10 million metric tons of CO2 per year.

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