Tesla’s board says it’s “approve or lose him” ahead of the shareholder vote on Elon Musk’s trillion-dollar compensation plan. The vote is set to take place on Thursday, November 6.

A Familiar Threat Wrapped in a Trillion Dollars

Tesla’s board is once again dangling its favorite carrot: Elon Musk’s potential departure. In a letter to shareholders this week, Chair Robyn Denholm warned that without approving Musk’s proposed $1 trillion pay package, Tesla could lose its CEO. You can read the letter here.

“The fundamental question for shareholders at this year's Annual Meeting is simple: Do you want to retain Elon as Tesla's CEO and motivate him to drive Tesla to become the leading provider of autonomous solutions and the most valuable company in the world?” Denholm wrote.

The company has made this argument before. Last year, it was a $56 billion pay deal, the largest ever for a CEO at the time, and shareholders approved it despite widespread backlash. Now, history is repeating itself, only with a few extra zeroes and a looming sense of déjà vu.

A $1 Trillion To-Do List

Musk’s new package isn’t a lump sum. It’s a decade-long obstacle course of performance targets that sound more like a sci-fi manifesto than a corporate plan.

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According to reports, Musk must meet 12 key benchmarks, from selling around million vehicles to producing 1 million autonomous robotaxis. There’s also the small matter of turning Tesla into an $8.5 trillion company by 2035.

There’s even a goal to ship one million Optimus humanoid robots, a project Musk has been touting as the company’s next big leap beyond cars. If he manages to tick every box, his stake in Tesla could rise from 13% to nearly 29%. That would make him not only the world’s richest person, but possibly the first to hit a trillion-dollar net worth.

The Delaware Drama (and Why It Matters)

This latest vote didn’t emerge in a vacuum. Earlier this year, a Delaware judge struck down Musk’s previous $50 billion pay package, calling it “flawed” and the product of a board too cozy with its CEO. Tesla appealed and then pulled a classic Musk move: announcing plans to shift its corporate registration from Delaware to Texas, a state with far fewer corporate guardrails.

Proxy advisory firms ISS and Glass Lewis have advised shareholders to vote against the new deal, calling it excessive and overly influenced by Musk’s inner circle. Musk, in turn, called them “corporate terrorists.”

Elon-Musk
Musk referred to advisory firms urging shareholders to reject the package as "corporate terrorists."

“I just don’t feel comfortable building a robot army here and …then being ousted because of some asinine recommendations from ISS and Glass Lewis, who have no freaking clue,” Musk said. “They have made many terrible recommendations in the past that if those recommendations had been followed, it would have been extremely destructive to the future of the company.”

Tesla’s Vote, Tesla’s Future?

The shareholder vote, set for Thursday, could well determine whether Musk keeps the keys to his own empire. Denholm insists that without him, Tesla could lose “significant value” and its role as a “transformative force” in AI and robotics.

Critics argue the company is already at an inflection point, and that its problems run deeper than Musk’s motivation. Tesla’s car lineup is aging, Chinese competition is fierce, and U.S. EV tax credit, which helped buoy sales this year, are about to expire.

Meanwhile, Musk continues to split his time between Tesla, SpaceX, Neuralink, The Boring Company, xAI, and X (the artist formerly known as Twitter). The question isn’t whether Musk can make Tesla worth $8.5 trillion, but whether he’ll actually stick around long enough to try.

The Trillionaire in Waiting

If shareholders approve the package and Musk manages to meet his own near-impossible metrics, he’ll become the world’s first trillionaire. At present, his net worth sits around $500 billion, according to Forbes, so there’s still some pocket change to earn.

Between SpaceX (valued at around $350 billion as of late-2024), Neuralink, and his ever-expanding empire of startups, Musk’s financial gravity continues to pull the market around him. Even Nvidia’s Jensen Huang and India’s Gautam Adani are unlikely to catch up if Tesla’s bet pays off.

Final Thoughts: Vote of Confidence, or Cult of Personality?

Tesla’s latest plea feels less like a corporate decision and more like an intervention staged by true believers. The board’s message is simple: without Musk, there is no Tesla. But that line has worn thin, especially for investors who’ve weathered the company’s volatility, recalls, and erratic CEO behavior.

Still, the odds are that shareholders will vote yes, again. Not because they think the package is fair, but because, as history shows, Tesla is as addicted to Musk as Musk is to attention.

If he wins, he’ll be one step closer to becoming the first trillionaire in history. If he loses, he might just take his robot army and go home. Either way, the world will be watching on November 6.

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Source: Finance Magnates