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

Meta's data center in Temple, Texas. Rendering courtesy Meta

Responding to public outcry, Gov. Greg Abbott has stepped up his campaign against data centers by temporarily halting approval of environmental permits for data center projects.

This and previous moves by Abbott essentially amount to a temporary freeze on the development of new data centers in Texas. His actions come at a time when Texas’ stature as a data center hub has been soaring.

On Monday, Abbott directed the Texas Commission on Environmental Quality to stop issuing permits for data center developments until the Electric Reliability Council of Texas (ERCOT) and Public Utility Commission of Texas complete their review of projects seeking power grid connections.

With regulatory reviews underway and environmental permitting now frozen, state regulators currently cannot approve or deny requests from data center developers, Abbott said.

In a letter to the environmental quality commission’s executive director, Kelly Keel, Abbott said this directive is “consistent with my whole-of-government approach to ensure Texans’ natural resources and way of life are protected.”

Abbott previously ordered the Texas Water Development Board to require data centers to meet reporting requirements for water use. He also told the board to impose penalties for failure to comply with those requirements and to collaborate with ERCOT on its review.

Abbott launched his crackdown on data centers in August by ordering the Public Utility Commission and ERCOT to review data center projects in Texas. The audits will examine all data centers in the queue for interconnections before any more projects can move forward. Interconnections enable data centers to share power, data and computing resources.

In calling for those audits, Abbott cited concerns over data centers’ use of water and electricity, and the centers’ effect on infrastructure expenses and consumers’ utility rates.

“Simply put, Texans must come first,” the governor said.

During next year’s legislation session, Abbott will push for the elimination of state financial incentives for data center projects.

Ed Hirs, an energy fellow ⁠at the University of Houston, told Reuters that Abbott was backtracking on “his earlier pronouncements about data centers leading to lower electricity prices.”

Abbott’s actions come amid growing public backlash over data centers. A recent University of Houston survey found that nearly 63 percent of Houston-area residents opposed construction of a data center within a mile of their home.

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