Niles Investment Management founder Dan Niles discusses Tesla’s potential $1 trillion compensation plan for Elon Musk on ‘The Claman Countdown.’
Tesla CEO Elon Musk jumped in at the end of the automaker’s earnings call to express to investors why they should approve his $1 trillion pay package, arguing it isn’t necessarily about the money but about having enough power at the helm.
“The point is, I just like … there needs to be enough voting control to give a strong influence, but not so much that I can’t be fired if I go insane,” he said moments after Tesla CFO Vaibhav Taneja asked shareholders to support Musk’s leadership through the compensation proposals and the re-election of three directors, which would preserve the current leadership structure.
How much power someone has to make decisions at a company is determined by the shares they own. Voting control means having enough shares (or voting power) to influence or decide the company’s key decisions.
| Ticker | Security | Last | Change | Change % |
|---|---|---|---|---|
| TSLA | TESLA INC. | 448.98 | +10.01 | +2.28% |
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Since Tesla is a public company, Musk said there is no way to increase his voting control because rules prevent creating special “super-voting” shares or changing ownership structures after an IPO.
Tesla CEO Elon Musk speaks in Cannes, France. (Richard Bord/WireImage / Getty Images)
“But for example, Google, Meta, many other companies have this, but they had it before they went public. And so it sort of gets, I guess, grandfathered in. Tesla does not have that. So it’s just — like I said, I just don’t feel comfortable building a robot army her e… and then being ousted because of some … recommendations from ISS (Institutional Shareholder Services) and Glass Lewis, who have no freaking clue.”
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ISS and Glass Lewis are proxy advisory firms who advise investors on how to vote in shareholder meetings.
New Tesla electric vehicles fill the car lot at the Tesla retail location on Route 347 in Smithtown, N.Y., July 5, 2023. (John Paraskevas/Newsday RM via Getty Images / Getty Images)
“The core problem here is that so many of the index funds, the passive funds, vote along the lines of whatever Glass Lewis and ISS recommend. Now, they have made many terrible recommendations in the past that, if those recommendations had been followed, would have been extremely destructive to the future of the company,” Musk continued.
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Tesla’s board of directors initially proposed the new compensation plan for Musk in September. It could be worth a potential $1 trillion, marking what would be the largest pay package for an executive in history if certain ambitious targets are reached.
The board’s proposal would give Musk, already the richest person in the world, up to 12% of Tesla’s stock, worth about $1 trillion, if the automaker notches a market capitalization of $8.5 trillion and other operational milestones over a 10-year period. The company’s current market value is about $1.38 trillion.
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Musk owns about 13% of Tesla’s outstanding shares. The proposed award comes in the form of restricted stock grants, which means he can’t immediately sell them.
At the time, Tesla Chair Robyn Denholm said in a letter to investors that “retaining and incentivizing Elon is fundamental to Tesla achieving these goals and becoming the most valuable company in history.”
