Elon Musk interviews on CNBC from the Tesla Headquarters in Texas.
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In May, Tesla changed its corporate bylaws in a way that would require investors to own 3% of the stock, today worth about $30 billion, in order to file a derivative lawsuit against the company for breach of fiduciary duties. Authorities in New York State are now asking Tesla to delete the bylaw entirely.
Overseers of the New York State Common Retirement Fund, which owns about 0.1% of Tesla’s shares, submitted a formal proxy proposal and letter to the company on July 11, and shared it with CNBC on Wednesday. They say that Elon Musk’s automaker engaged in a “bait-and-switch” to convince shareholders to approve an incorporation move from Delaware to Texas in June 2024.
Musk made the move after a judge in Delaware voided the $56 billion pay package that the CEO, also the world’s richest person, was granted by Tesla in 2018, the largest compensation plan in public company history. In getting shareholders to approve the change in its state of incorporation, Tesla said that stakeholders’ rights “are substantially equivalent” under the laws of Delaware and Texas.
On May 14, almost a year after Tesla’s move, Texas changed its law to allow corporations in the state to require 3% ownership before being able to carry forth a shareholder derivative suit.
“The very next day, Tesla’s board amended the Company’s bylaws to the maximum allowable 3% ownership threshold, effectively insulating the Company’s directors and officers from accountability to shareholders,” the New York letter says. The letter was signed by Gianna McCarthy, a director of corporate governance with the retirement fund, on behalf of the fund and New York State Comptroller Thomas DiNapoli.
Only three institutions currently own at least 3% of Tesla’s outstanding shares.
Tesla didn’t immediately respond to a request for comment.
The New York fund overseers wrote that derivative actions are “the last resort for shareholders to enforce their rights” when company directors or officers violate their fiduciary obligations, and called Tesla’s decision on the matter “egregious.”
In an email to CNBC, DiNapoli said Tesla “deceived shareholders” in assuring them that their rights would remain the same in Texas.
“These actions violate basic tenets of good corporate governance and must be reversed,” he wrote.
Oracle, Silver Lake & Abu Dhabi’s MGX will be main investors in TikTok’s U.S. business, sources told CNBC’s David Faber on Thursday.
Those three entities will control roughly 45% of TikTok USA, Faber reported. ByteDance, TikTok’s Chinese parent, will own 19.9%, with the remaining 35% in the hands of ByteDance investors.
President Donald Trump will sign an executive order on Thursday backing the proposed deal that will keep the social media app running in the U.S. ByteDance has faced an ultimatum under a federal law requiring it to either divest the platform’s American business or be shut down in the U.S. That law passed with bipartisan support from members of Congress who expressed national security concerns about the app and its potent content algorithm.
Trump has been trying to keep the app afloat, repeatedly mentioning how important it was to his victory in November. Billionaire Republican megadonor Jeff Yass is a major ByteDance investor through Susquehanna, and he also owns a stake in the owner of Truth Social, Trump’s social media company.
Backers of ByteDance, including General Atlantic, Susquehanna and Sequoia, are expected to contribute equity in the new TikTok USA, sources told Faber.
Last week, Trump signed an executive order delaying the divestiture deadline until Dec. 16.
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Microsoft President Brad Smith, left, speaks at a press conference on future visions for the development and application of artificial intelligence in education in North Rhine-Westphalia at the Representation of the State of North Rhine-Westphalia in Berlin on June 4, 2025. To his right is Hendrik Wüst (CDU), Minister President of North Rhine-Westphalia, in front of the sign “From coal to AI.”
Soeren Stache | Picture Alliance | Getty Images
Microsoft said Thursday that it has stopped providing certain services to a division of the Israeli Ministry of Defense. The company did not say which specific services it had stopped providing.
The decision comes after the software company investigated an August report from The Guardian saying the Israeli Defense Forces’ Unit 8200 had built a system for tracking Palestinians’ phone calls.
“While our review is ongoing, we have found evidence that supports elements of The Guardian’s reporting,” Brad Smith, Microsoft’s president and vice chair, wrote in an email to employees. “This evidence includes information relating to IMOD consumption of Azure storage capacity in the Netherlands and the use of AI services.”
Microsoft’s decision to stop providing those services follows pressure from employees who have protested Israel’s use of the company’s software as part of its invasion of Gaza. Over the last few weeks, Microsoft has fired five employees who participated in protests at company headquarters in Redmond, Washington.
The move comes a week after a United Nations commission said that Israel has committed genocide against Palestinians with its invasion of Gaza.
Microsoft told Israeli defense officials that it had decided to disable cloud-based storage an artificial intelligence subscriptions the agency was using, Smith wrote. He said Microsoft does not look at customer data for the type of review it conducted, and he thanked the British newspaper for its reporting on the development.
“As employees, we all have a shared interest in privacy protection, given the business value it creates by ensuring our customers can rely on our services with rock solid trust,” Smith wrote.
On Thursday The Guardian reported that unnamed intelligence sources had said Unit 8200 was planning to migrate its supply of the phone calls to Amazon Web Services, the market-leading public cloud. AWS did not immediately comment.
The Amazon Prime logo is displayed on the side of an Amazon delivery truck in Richmond, California, on June 21, 2023.
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Amazon will pay $2.5 billion to settle Federal Trade Commission allegations that the company duped users into paying for Prime memberships, the regulatory agency announced Thursday.
The surprise settlement comes as Amazon and the FTC were just three days into the trial in a Seattle federal court. Opening arguments in the case occurred Tuesday, but the settlement allows Amazon to avoid having a jury at the trial return a verdict with potentially larger damages than the settlement with the FTC.
The lawsuit, filed by the FTC in June 2023 under the Biden administration, claimed that Amazon deceived tens of millions of customers into signing up for its Prime subscription program and sabotaged their attempts to cancel it. Three senior Amazon executives were at risk of being held individually liable if the jury sided with the FTC.
Amazon will pay a $1 billion civil penalty to the FTC and will refund $1.5 billion to an estimated 35 million customers impacted by “unwanted Prime enrollment or deferred cancellation,” the agency said. Under the terms of the settlement, Amazon will give $51 to eligible customers within 90 days.
Amazon admitted no wrongdoing in agreeing to settle, the FTC said.
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The agreement prohibits Amazon from misrepresenting the terms of Prime. It also requires the company to make clear and conspicuous disclosures about the terms of the program during enrollment, and says Amazon must get consumers’ express consent before charging them for a subscription. Amazon also has to provide an easy way for users to cancel their subscription, the agency said.
As part of the settlement, Amazon and two of its executives, Prime boss Jamil Ghani and Neil Lindsay, a senior vice president in the company’s health division who previously held a role in the Prime business, will be prohibited from unlawful conduct.
FTC Chairman Andrew Ferguson called the penalty a “monumental win” for the agency under the Trump administration.
“The Trump-Vance FTC is committed to fighting back when companies try to cheat ordinary Americans out of their hard-earned pay,” Ferguson said in a statement.
Amazon spokesperson Mark Blafkin said in a statement that the company and its executives “have always followed the law and this settlement allows us to move forward and focus on innovating for customers.”
The penalty is one of the largest ever imposed by the FTC. The agency in 2019 hit Facebook, now known as Meta, with a $5 billion fine for violating consumers’ privacy.
Still, the $2.5 billion fine is equivalent to roughly 0.1% of Amazon’s market cap, which now sits at close to $2.4 trillion. Shares of Amazon were up slightly following the announcement.
Launched in 2005, Amazon’s Prime program has grown to become one of the most popular subscription services in the world, with more than 200 million members globally, and it has generated billions of dollars for the company. Membership costs $139 a year and includes perks like free shipping and access to streaming content. Data has shown that Prime members spend more and shop more often than non-Prime members.
Amazon still faces a bigger legal case with the FTC.
In 2023, the regulator accused the company of illegally stifling competition in the e-commerce market. The FTC was joined by attorneys general from 17 states, in alleging Amazon used “monopoly power” to inflate prices, degrade quality for shoppers and unlawfully exclude rivals, thereby undermining competition.
Amazon won partial dismissal of the case last year, but is still slated to go to trial against the FTC in 2027.
Earlier this month, the U.S. district judge overseeing Google’s antitrust case ruled against the most severe consequences that were proposed by the Department of Justice, including the forced sale of Google’s Chrome browser. Google lost the case against the government last year, but was spared of having to divest of any key assets.