Tesla vote results: shareholders have approved his ~$55B in pay, says Musk
With Tesla’s shareholder meeting still hours away, Tesla CEO Elon Musk shared charts suggesting that shareholders have approved two controversial ballot measures.
With Tesla’s shareholder meeting coming tomorrow, Tesla has been spending the last several weeks campaigning hard to get shareholders to vote. There are multiple shareholder proposals on the ballot, along with votes to reapprove two of Tesla’s board members who have been much criticized for their close ties to Elon Musk – Kimbal Musk, Elon’s brother; and James Murdoch, a friend of Elon and son of Rupert Murdoch, one of the world’s most prominent climate deniers.
The other shareholder proposals are interesting, but everyone’s attention has been on two in particular: whether to reapprove Musk’s previously-voided $55 billion pay package and whether to redomicile the company to Texas from Delaware.
Why this all started
These proposals date back quite some ways, with Tesla shareholders approving a massive compensation package for the CEO in 2018.
However, that package was later voided in the Delaware Court of Chancery, as it was found to be improperly given. The court found that Tesla’s board was not independent enough (the two board members mentioned above were given as examples of non-independent board members), and that Tesla did not properly inform shareholders of the details of the deal.
In the wake of the Delaware Court of Chancery’s decision about his illegal pay package, Musk immediately threatened to move the headquarters to Texas.
Soon after that, the Tesla board (with many of the same members as 2018, though also with some new ones) decided to bring this question of Musk’s pay back to current shareholders (with some of the same shareholders as 2018, but many new ones), along with the question over whether to move the company’s state of incorporation to Texas, rather than Delaware.
Why Delaware, anyway?
Delaware is an extremely popular state for companies to incorporate in – with a majority of US businesses, both large and small, choosing it to incorporate – as it is quite business-friendly with numerous benefits for businesses that incorporate there.
We spoke with Samantha Crispin, a Mergers & Acquisitions lawyer with Baker Botts, this week in advance of the vote, who told us that one of the main draws of Delaware is its many years of established caselaw which means businesses have more predictable outcomes in the case of lawsuits.
However, Crispin said, lately, some other states, primarily Texas and Nevada, have been trying to position themselves as options for businesses to incorporate in, though neither has nearly the history and established processes as Delaware does. Texas wants to establish a set of business-friendly courts, but those courts have not yet been established, which means there is no history of caselaw to draw on.
The campaigning process
For the last several weeks, Tesla has been pushing the vote – even spending ad money to influence shareholders to vote in favor of the pay and redomiciling proposals.
Part of the reason for this is because while the pay package only requires 50% of votes cast to pass, the redomiciling proposal requires 50% of total shares outstanding. So if turnout is low, then there’s no way the latter can pass, even if the former still can.
And the discussion was quite heated – Tesla shared statements from many prominent investors in support of the proposals, though we also saw major pension funds and proxy advisory firms recommending that shareholders vote against.
The deadline to vote remotely was just before midnight, June 12, Central time. It is still possible to vote shares in person tomorrow, physically at the shareholder meeting in Texas, but most of the counting will have been done by then.
Musk leaks results of upcoming vote
So tonight, a couple hours before the deadline, Musk shared what he claimed are the tentative results of the vote on twitter:
Musk states that “both” resolutions are passing, but leaves out multiple other resolutions that are on the ballot – ones about director term length, simple majority voting, anti-harassment and discrimination reporting, collective bargaining, electromagnetic radiation, sustainability metrics, and mineral sourcing.
And while the charts aren’t all that precise, a few interesting trends are notable here.
First, there are significantly fewer votes in favor of the compensation package than the move to Texas. Currently about 2 billion shares voted for the Texas move, which is enough to pass the ~1.6 billion threshold for the vote to succeed (out of ~3.2 billion shares outstanding), but only about 1.35 billion voted for Musk’s pay package.
So Musk himself may be less popular than the knee-jerk Texas move he proposed. Part of that difference is accounted for by Musk’s 411 million shares, which aren’t allowed to vote on his own pay package, but that still leaves a gulf of several hundred million shares. We don’t know the total number of shares that weren’t allowed to vote on this measure, so we can’t really draw a conclusion there.
Second, there is a sharp turn upward on June 12, which suggests that many shares waited until the very last day to vote – and that those last-day voters were much more likely to be in favor of each proposal, as there is no similar last-day upturn of “no” votes.
Third, the total number of shares voted is somewhere on the order of ~2.2 billion, which is still only a ~70% turnout, which is high but not hugely higher than turnout has been in the past (63% is the previous high-water mark). This suggests that all the campaigning for turnout had some, but still relatively little effect at turning out more votes.
But if we assume that campaigning resulted in about a ~10% turnout boost, that’s some 300 million votes, and could have made the difference on either vote (which both seem like they passed by about that margin).
It’s also quite rare for any company to see shareholders vote against a board recommendation. Despite that these measures both passed, they each saw significant resistance, much higher than generally expected from corporate proceedings.
Some of this might change tomorrow with votes cast at the shareholder meeting itself – if many voters waited until the last moment remotely, there might be more who wait until the last moment tomorrow. And it is still possible for shareholders to change their votes up until the shareholder meeting happens, so things could (but are unlikely to) change.
But if these charts are to be believed, each of these proposals has already gathered enough votes to be a “guaranteed win” (the line for the pay package is lower due to the exclusion of Musk’s shares – and seemingly the exclusion of other shares, given the line is ~600 million shares lower than the line for the Texas move).
What’s Next?
You’d think that was the end of the article, but it’s not. Despite this vote finally being (almost) behind us, there are bound to be many legal challenges ahead.
The vote on the pay package can be thought more in an advisory capacity than anything. Tesla says it will appeal the original decision in Delaware, regardless of whether the Texas move passes. It will surely use today’s vote as evidence in that case, stating that shareholders, even when fully informed, are still in favor of the package.
But these proposals may be challenged in the same way as the original proposal was. There are still several members of the Tesla board who are close to Musk, and therefore aren’t particularly “independent” directors, which is thought of as important in corporate ethics. And Tesla did campaign heavily in favor of specific options to the point of spending ad money for it, which seems… sketchy.
And the very tweet we’re talking about in this article might come up in legal cases as well. Musk’s leaking of the vote – which he did both today just before the remote deadline, and a few days ago – is kind of a no-no. Disney did the same for a shareholder vote recently, and the ethics of that were questioned.
The problem is, leaks can influence a vote – and given the number of votes required to make both proposals successful only came in after Musk leaked results, that only gives more credence to the idea that these votes might have been influenced.
And then there’s the matter of the lawyers who won the compensation-voiding case in the first place. After saving the company’s shareholders $55 billion, those lawyers have asked for a $6 billion fee – a relatively low percentage as far as lawyers’ fees go, but many balk at the idea of paying a small group of lawyers so much money (after all, no single person’s effort is worth hundreds of millions of dollars, much less $55 billion… right?).
To say nothing of other possible lawsuits or SEC investigations that might be filed over the actions or statements made in the run-up to this vote.
The fact is, this situation is something we really haven’t seen before. Legal observers aren’t sure where this will go from here, and many in the world of corporate law are interested to see how it turns out.
The one thing everyone knows, though, is that this will drag on for quite some time. So grab your popcorn and buckle up, folks.
Electrek’s Take
Personally, these are both proposals that do not strike me as particularly good governance.
Spending $55 billion on a CEO who has been distracted for years and whose main actions since returning his focus to Tesla have been to fire everyone including important leadership and successful teams, push back an all-important affordable car project and holding Tesla’s AI projects hostage while shifting both resources and staff from Tesla to his private AI company, even as he claims that AI is the future of Tesla.
It doesn’t seem like money well spent, given that that same amount of money could be spent paying six-figure salaries to every last one of the ~14,000 fired employees… for 40 whole years.
I’d certainly prefer the collective effort of all those smart folks to 1/7th of the attention of a guy who has seemed more interested in advocating for the policies of a climate denying political party (that recently got expelled from the anti-immigrant EU party for being too racist even for them) than he has in running his largest company.
As for the other proposal, moving to Texas is a question worth considering, but it’s just too premature given the long history of caselaw in Delaware. This is not the case with Texas, which is only just establishing the business courts that it’s trying to lure corporations to redomicile with. Texas says it will be very business-friendly, but we just don’t have any evidence other than statements to that effect.
So these are conversations worth having, but they weren’t had – this decision was made as a knee-jerk reaction by a spurned egomaniac, not after cold calculation of the benefits for the corporation.
But, here’s the rub. Those who have lost confidence in Musk’s ability to lead the company are disproportionately likely to have sold their shares already, especially while watching them slide in value more than 50% from TSLA’s highs (as Musk himself has repeatedly sold huge chunks of shares), and by almost 30% in this year alone.
This means that those who still hold shares would be disproportionately likely to vote in favor of the package, as they’re the ones who still have confidence in Musk despite his recent poor decisionmaking.
Despite to this self-selecting effect, and relatively low “yes” vote share compared to most board-certified proposals, Musk may take this vote as a vote of confidence in his leadership – when the true vote of confidence in his leadership is reflected in the stock slide in recent times, with more people selling than holding.
I think it’s quite clear that Musk’s recent actions, just a few of which were mentioned earlier in this Take, are not beneficial for Tesla’s health in either the long or short term. He’s too distracted with his other companies, with stroking his ego through his misguided twitter acquisition, and with acting as a warrior in any number of culture wars that are at best irrelevant, if not actively harmful, to his largest company’s success. And when the Eye of Sauro… I mean, Musk aims back in the direction of Tesla, he makes wild decisions that do not seem well-considered.
This is not what I would call the behavior of a quality CEO, and while some of us aren’t financially invested in the decisions made by Tesla, all of us in the world are invested in what happens in the EV industry, of which Tesla is an outsized player. It is necessary for the world that we electrify transport rapidly to avoid the worst effects of climate change, and Tesla has been the primary driver of moving the world towards sustainable transport for several years now.
But for some time now, that mission does not seem to be Musk’s primary focus, and that’s bad for EVs broadly, and bad for Tesla specifically.
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A view of the NEO magnetic plant in Narva, a city in northeastern Estonia. A plant producing rare-earth magnets for Europe’s electric vehicle and wind-energy sectors.
Xinhua News Agency | Xinhua News Agency | Getty Images
NARVA, Estonia — Europe’s big bet to break China’s rare earths dominance starts on Russia’s doorstep.
The continent’s largest rare-earth facility, situated on the very edge of NATO’s eastern flank, is ramping up magnet production as part of a regional push to reduce its import reliance on Beijing.
Developed by Canada’s Neo Performance Materials and opened in mid-September, the magnet plant sits in the small industrial city of Narva. This little-known border city is separated from Russia by the Narva River, which is an external frontier of both NATO and the European Union.
Analysts expect the facility to play an integral role in Europe’s plan to reduce its dependence on China, while warning that the region faces a long and difficult road ahead if it is to achieve its mineral strategy goals.
Magnets made from rare earths are essential components for the function of modern technology, such as electric vehicles, wind turbines, smartphones, medical equipment, artificial intelligence applications and precision weaponry.
Speaking to CNBC by video call, Neo CEO Rahim Suleman said the facility is on track to produce 2,000 metric tons of rare earth magnets this year, before scaling up to 5,000 tons and beyond as it seeks to keep pace with “an enormously quick-growing market.”
It is a frankly a billion-dollar problem that affects trillion-dollar downstream industries. So, it is worth solving.
Ryan Castilloux
managing director of Adamas Intelligence
The European region currently imports nearly all of its rare earth magnets from China, although Suleman expects Neo’s Narva facility to be capable of fulfilling around 10% of that demand.
“Having said that, our view of that number is something like 20,000 tons. So, we’d have a lot more work to do, a lot more building to do because I think the customers have a real need to diversify their supply chains,” Suleman said.
“We’re not talking about independence from any jurisdiction. We’re just talking about creating robust and diverse supply chains to reduce concentration risk,” he added.
Neo has previously announced initial contracts with Schaeffler and Bosch, major auto suppliers to the likes of German auto giants Volkswagen and BMW.
Europe’s push to deliver on its resource security goals faces several obstacles. Analysts have cited issues including a funding shortfall, burdensome regulation, a limited and fragmented made-in-EU supply chain and relatively high production costs. All of these raise questions about the viability of the EU’s ambitious supply chain targets.
“Europe needs a big increase in rare earth magnet capacity to even come close to a diversified supply chain for its carmakers,” Caroline Messecar, an analyst at Fastmarkets, told CNBC by email.
‘The guillotine still looms’
Once a previously obscure issue, rare earths have come to the fore as a key bargaining chip in the ongoing geopolitical rivalry between the U.S. and China.
In October, China agreed to delay the introduction of further export controls on rare earth minerals as part of a deal agreed between China’s Xi Jinping and U.S. President Donald Trump. China’s earlier rare earths restrictions, which upended global supply chains, remain in place, however.
“The threat is still there; the guillotine still looms. And so, I think collectively all of this has just sobered the West, end-users and governments to the risks that they face,” Ryan Castilloux, managing director of critical mineral consultancy Adamas Intelligence, told CNBC by phone.
“It is a frankly a billion-dollar problem that affects trillion-dollar downstream industries. So, it is worth solving,” he added.
European Commission President Ursula von der Leyen delivers her speech during a debate on the new 2028-2034 Multi-annual Financial Framework at the European Parliament in Brussels on November 12, 2025.
Nicolas Tucat | Afp | Getty Images
Europe, in particular, has been caught in the crosshairs of tariff turbulence. In its Autumn 2025 Economic Forecast, the European Commission, the EU’s executive arm, identified Chinese export controls leading to supply chain disruptions in several sectors such as autos and green energy.
It thrusts the issue of supply diversification in the spotlight for European policymakers, especially as demand is projected to grow until 2030 and EU supply remains highly reliant on a single supplier, according to a statement from a European Commission spokesperson.
In response, European Commission President Ursula von der Leyen announced in October that plans were underway to launch a so-called “RESourceEU” plan — along the lines of its “REPowerEU” initiative, which sought to overcome another supply issue — energy.
The Narva project predates these measures but, with 18.7 million euros ($21.7 million) in EU funding, it’s an example of what the EU hopes to achieve. And although its output is modest when compared to overall demand, it demonstrates how the EU plans to boost the bloc’s magnet output capacity and reduce dependence on Chinese supply.
Photo taken on Sept. 19, 2025 shows inside view of NEO magnetic plant in Narva, a city in northeastern Estonia.
Xinhua News Agency | Xinhua News Agency | Getty Images
China is the undisputed leader of the critical minerals supply chain, responsible for nearly 60% of the world’s rare earths mining and more than 90% of magnet manufacturing. Europe, meanwhile, is the world’s biggest export market for Chinese rare earths.
Russia’s doorstep
The location of Neo’s new magnet facility, meanwhile, has raised some eyebrows, given the potential security challenge of being in such close proximity to Russia.
Speaking shortly after Moscow’s full-scale invasion of Ukraine in early 2022, Russian President Vladimir Putin said Narva was historically part of Russia and needed to be taken back.
Asked why the company positioned its new rare earths plant there, Neo’s Suleman said the firm already had an existing infrastructure presence in the country, “and the right place was to be in Europe.”
“And then you go one step deeper, which is to get into Estonia. We have a long history in Estonia. We already have a rare separation facility that can do both light rare earths, and we’re developing heavy rare earths there,” Suleman said.
“We’ve been extremely impressed by the quality of the people in Estonia, their education level, their commitment to hard work … So, you put all that together, along with the support that we received both in Estonia and in the EU, and it was a great choice for us,” he added.
Estonian lawmakers have welcomed the potential of Neo’s magnet plant, saying the facility will benefit the development of both the country and broader region.
Jaanus Uiga, deputy secretary general for Energy and Mineral Resources of Estonia, said Neo’s magnet plant opened “very on time.”
Speaking to CNBC on Oct. 30, Uiga acknowledged economic tensions between the U.S. and China over rare earths, saying Estonia and the EU needed to adapt to an evolving situation.
“It is a very unique processing capability that was built in Estonia and also we are very happy for that because it happened in a region that is transitioning away from fossil fuels,” Uiga told CNBC’s “Squawk Box Asia.”
Newly published data from the Federal Energy Regulatory Commission (FERC), reviewed by the SUN DAY Campaign, reveal that solar accounted for over 75% of US electrical generating capacity added in the first nine months of 2025. In September alone, solar provided 98% of new capacity, marking 25 consecutive months in which solar has led among all energy sources.
Year-to-date (YTD), solar and wind have each added more new capacity than natural gas has. The mix of all renewables remains on track to exceed 40% of installed capacity within three years; solar alone may be 20%.
Solar was 75% of new generating capacity YTD
In its latest monthly “Energy Infrastructure Update” report (with data through September 30, 2025), FERC says 48 “units” of solar totaling 2,014 megawatts (MW) were placed into service in September, accounting for 98% of all new generating capacity added during the month. Oil provided the balance (40 MW).
The 567 units of utility-scale (>1 MW) solar added during the first nine months of 2025 total 21,257 MW and were 75.3% of the total new capacity placed into service by all sources. Solar capacity added YTD is 6.5% more than that added during the same period a year earlier.
Solar has now been the largest source of new generating capacity added each month for 25 consecutive months, from September 2023 to September 2025. During that period, total utility-scale solar capacity grew from 91.82 gigawatts (GW) to 158.43 GW. No other energy source added anything close to that amount of new capacity. Wind, for example, expanded by 11.07 GW while natural gas’s net increase was just 4.60 GW.
Between January and September, new wind energy has provided 3,724 MW of capacity additions – an increase of 28.6% compared to the same period last year and more than the new capacity provided by natural gas (3,161 MW). Wind accounted for 13.2% of all new capacity added during the first nine months of 2025.
Renewables were 88% of new capacity added YTD
Wind and solar (plus 4 MW of hydropower and 6 MW of biomass) accounted for 88.5% of all new generating capacity while natural gas added just 11.2% YTD. The balance of net capacity additions came from oil (63 MW) and waste heat (17 MW).
Utility-scale solar’s share of total installed capacity (11.78%) is now virtually tied with that of wind (11.80%). If recent growth rates continue, utility-scale solar capacity should surpass that of wind in FERC’s next “Energy Infrastructure Update” report.
Taken together, wind and solar make up 23.58% of the US’s total available installed utility-scale generating capacity.
Moreover, more than 25% of US solar capacity is in the form of small-scale (e.g., rooftop) systems that are not reflected in FERC’s data. Including that additional solar capacity would bring the share provided by solar and wind to more than a quarter of the US total.
With the inclusion of hydropower (7.59%), biomass (1.05%) and geothermal (0.31%), renewables currently claim a 32.53% share of total US utility-scale generating capacity. If small-scale solar capacity is included, renewables now account for more than one-third of the total US generating capacity.
Solar soon to be No. 2 source of US generating capacity
FERC reports that net “high probability” net additions of solar between October 2025 and September 2028 total 90,614 MW – an amount almost four times the forecast net “high probability” additions for wind (23,093 MW), the second fastest growing resource.
FERC also foresees net growth for hydropower (566 MW) and geothermal (92 MW) but a decrease of 126 MW in biomass capacity.
Meanwhile, natural gas capacity is projected to expand by 6,667 MW, while nuclear power is expected to add just 335 MW. In contrast, coal and oil are projected to contract by 24,011 MW and 1,587 MW, respectively.
Taken together, the net new “high probability” net utility-scale capacity additions by all renewable energy sources over the next three years – the Trump administration’s remaining time in office – would total 114,239 MW. On the other hand, the installed capacity of fossil fuels and nuclear power combined would shrink by 18,596 MW.
Should FERC’s three-year forecast materialize, by mid-fall 2028, utility-scale solar would account for 17.3% of installed U.S. generating capacity, more than any other source besides natural gas (39.9%). Further, the capacity of the mix of all utility-scale renewable energy sources would exceed 38%. The inclusion of small-scale solar, assuming it retains its 25% share of all solar energy, could push solar’s share to over 20% and that of all renewables to over 41%, while the share of natural gas would drop to less than 38%.
In fact, the numbers for renewables could be significantly higher.
FERC notes that “all additions” (net) for utility-scale solar over the next three years could be as high as 232,487 MW, while those for wind could total 65,658 MW. Hydro’s net additions could reach 9,927 MW while geothermal and biomass could increase by 202 MW and 32 MW, respectively. Such growth by renewable sources would swamp that of natural gas (29,859 MW).
“In an effort to deny reality, the Trump Administration has just announced a renaming of the National Renewable Energy Laboratory (NREL) in which it has removed the word ‘renewable’,” noted the SUN DAY Campaign’s executive director Ken Bossong. “However, FERC’s latest data show that no amount of rhetorical manipulation can change the fact that solar, wind, and other renewables continue on the path to eventual domination of the energy market.”
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The Century is considered the most luxurious Toyota, and now it’s being spun off into its own high-end brand. Despite the rumors, the ultra-luxury brand won’t be as electric as expected.
Toyota sets new luxury brand up to fail with ICE plans
First introduced in 1967, the Century was launched in celebration of Toyota’s founder, Sakichi Toyoda’s 100th birthday.
The Century has since become a symbol of status and wealth in Japan, often used as a chauffeur car by high-profile company officials.
Toyota previewed the future of the ultra-luxury marquee at the 2025 Japan Mobility Show in October, launching it as a new standalone brand positioned above Lexus.
The new Century brand is set to rival higher-end automakers like Rolls-Royce and Bentley, but it won’t be as electric as initially expected. Toyota’s powertrain boss, Takashi Uehara, told CarExpert that the luxury brand’s first vehicle will, in fact, have an internal combustion engine.
Although no other details were offered, Uehara confirmed, “Yes, it will have an engine.” As to what kind, that has yet to be decided, Toyota’s powertrain president explained.
Like the next-gen Lexus supercar and upcoming Toyota GR GT, Uehara said the Century model could include a V8 engine.
The Century has been Toyota’s only vehicle with a V12 engine. In 2018, Toyota dropped the V12 in favor of a V8 hybrid powertrain for its third-generation.
Toyota’s Century launched its first SUV in 2023, currently on sale in Japan with a V6 plug-in hybrid system alongside the sedan.
Already widely considered the biggest laggard in the shift to fully electric vehicles, Toyota doubled down, developing a series of new internal combustion engines for upcoming models.
Century is one of the five global brands the Japanese auto giant introduced in October, along with Daihatsu, GR Sport, Lexus, and Toyota.
Electrek’s Take
It’s not surprising to see Toyota sticking with ICE for its ultra-luxury Century brand, but it will likely be a costly move.
Chinese auto giants, such as BYD and FAW Group, are quickly expanding into new segments, including high-end models under luxury brands such as Yangwang and Hongqi.
These companies are now expanding into new overseas markets, like Europe and Southeast Asia, where Japanese brands like Toyota have traditionally dominated, to drive growth.
Top luxury brands, including Porsche, BMW, and Mercedes-Benz, are already struggling to keep pace with Chinese EV brands. How does Toyota plan to compete with an “ultra-luxury” brand that still sells outdated ICE vehicles? We will find out more over the coming months and years as new sales data is released.
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