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Elon Musk attends the premiere of ”Lola” held at the Regency Bruin Theatre in Los Angeles, California, U.S., February 3, 2024. 

Aude Guerrucci | Reuters

Tesla plans to ask shareholders to reinstate CEO Elon Musk’s $56 billion pay package from 2018 after a Delaware court voided the record-setting stock grant earlier this year and described it as “deeply flawed.”

The company announced the move in a preliminary proxy filing Wednesday, just days after the company told employees it would cut headcount by 10%.

Tesla said the court decision created a “fundamental problem for the company”. As a result, Tesla also plans to ask shareholders to let the company move its state of incorporation from Delaware to Texas, something Musk had threatened to do in the aftermath of the unfavorable court ruling.

The two proposals are likely to be fiercely controversial. Tesla has hired a proxy solicitor, Innisfree M&A, and plans to spend an undetermined amount, in the millions, to help secure the votes for the two proposals, according to the filing.

Tesla has not hired Innisfree since 2018, when it first asked shareholders to vote on Musk’s pay package. Companies often only advertise the cost of proxy solicitations when major proposals or proxy fights are expected.

Musk’s pay package was mooted after a shareholder won a lawsuit against the company earlier this year. Delaware Chancery Court Chancellor Kathaleen McCormick found that Musk, rather than Tesla’s board, controlled the company and that the board’s compensation committee, rather than negotiating with Musk over the terms of the deal, “worked alongside him, almost as an advisory body.”

The Tornetta decision prompted Musk to say, “Never incorporate your company in the state of Delaware.”

Tesla, in its Wednesday filing, cast doubt on the decision from McCormick, who has been across some of Musk’s other legal dealings. “The Company and the Board believe that the decision in Tornetta ignored material evidence presented at trial and that the Delaware Court made errors of fact and incorrect conclusions of law,” Tesla said in the proxy filing.

The company also noted that “dozens of institutional stockholders” have told Tesla that they disagree with the Tornetta decision.

Delaware has long been a preferred home for corporations — more than 60% of the Fortune 500 are incorporated there — because the state has a robust legal framework and court system dedicated to resolving corporate issues, like executive pay, but also broader contract negotiations.

Tesla’s new proposal cautions shareholders that the Delaware court found their initial 2018 disclosures to be deficient, and urged them to read the full text of the decision.

In January, the same day the pay package was rejected, Musk asked his X followers if Tesla should re-incorporate in Texas. Months later, Tesla’s board is now asking shareholders to approve their answer to that question.

This is breaking news. Please check back for updates.

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CNBC Daily Open: Capex is the number to look at amid Big Tech earnings

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CNBC Daily Open: Capex is the number to look at amid Big Tech earnings

Signage at Google headquarters in Mountain View, California, US, on Thursday, Oct. 23, 2025.

Benjamin Fanjoy | Bloomberg | Getty Images

The news is coming in fast and thick. Strap in.

First, interest rates.

The U.S. Federal Reserve lowered rates by 25 basis points, as expected by traders. But Chair Jerome Powell cautioned that another cut in December, which the market had been pricing in with more than 90% certainty, “is not a foregone conclusion.”

His statement threw cold water on the markets, sending most stocks lower and Treasury yields higher.

Next, Big Tech earnings.

Alphabet, Meta and Microsoft reported earnings that beat analyst expectations on the top and bottom lines. Notably, Alphabet’s quarterly revenue topped $100 billion for the first time.

And finally capital expenditure.

Capex is really the big story here. Alphabet, Meta and Microsoft are saying they are going to spend much more money.

Alphabet not only raised its capex estimate for fiscal year 2025 to a “a range of $91 billion to $93 billion” from its earlier forecast of $75 billion to $85 billion, but is now expecting “a significant increase” in capex for 2026, according to finance chief Anat Ashkenazi.

Meta hiked the low end of its capex guidance for the year to $70 billion from $66 billion. “Being able to make a significantly larger investment here is very likely to be a profitable thing” CEO Mark Zuckerberg said in the earnings call.

And Microsoft’s Chief Financial Officer Amy Hood said capex in the firm’s fiscal first quarter came in at $34.9 billion — higher than the $30 billion figure estimated in July. The capex growth rate for fiscal 2026 will also surpass that in 2025, Hood added.

The crux is that spending on artificial intelligence isn’t going to slow down, at least for the next year, thanks to increasing demand for AI services. Fears of a bubble can be deferred for now.

That’s it for the day. We all can take a breather — at least until headlines emerge from U.S. President Donald Trump and China’s Xi Jinping’s meeting later in the day.

What you need to know today

And finally…

Chinese President Xi Jinping and U.S. President Donald Trump

Sergey Bobylev | Kent Nishimura | Reuters

Trump-Xi meeting nears with high stakes and hopes, but few details

A high-stakes meeting between U.S. President Donald Trump and Chinese President Xi Jinping could yield a breakthrough in the trade relationship between the two economic superpowers.

But while both the Trump administration and Beijing are projecting optimism ahead of the sit-down, specifics about the summit remain unclear — and some experts are skeptical of the White House’s confidence on achieving a favorable outcome.

— Kevin Breuninger

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Wall Street hates Meta’s AI spending guidance raise. We don’t

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Wall Street hates Meta's AI spending guidance raise. We don't

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Samsung’s third-quarter profit more than doubles, beating estimates as chip recovery gathers pace

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Samsung’s third-quarter profit more than doubles, beating estimates as chip recovery gathers pace

Headquarters of Samsung in Mountain View, California, on October 28, 2018.

Smith Collection/gado | Archive Photos | Getty Images

Samsung Electronics reported a rebound in earnings on Thursday, with operating profit more than doubling from the previous quarter on strength from its chip business. 

Here are Samsung’s third-quarter results compared with LSEG SmartEstimate, which is weighted toward forecasts from analysts who are more consistently accurate:

  • Revenue: 86.1 trillion Korean won ($60.5 billion) vs. 85.93 trillion won 
  • Operating profit: 12.2 trillion won vs. 11.25 trillion won

The South Korean technology giant’s quarterly revenue was up 8.85% from a year earlier, while its first-quarter operating profit climbed 32.9% year-over-year. 

Samsung shares popped nearly 4% in early trading in Asia.

The earnings represent a bounce back from the June quarter, which had been weighed down by a massive slump in Samsung’s chip business. Operating profit increased by 160% compared to June, while revenue increased by 15.5% over the same period. 

Samsung Electronics, South Korea’s largest company by market capitalization, is a leading provider of memory chips, semiconductor foundry services and smartphones.

Samsung’s chip business reported a 19% increase in sales from the June quarter, with its memory business setting an all-time high for quarterly sales, driven by strong demand from artificial intelligence.

The third-quarter operating profit also beat Samsung’s own guidance of around 12.1 trillion Korean won. 

Chip Business 

Samsung Electronics’ chip business posted an operating profit of 7.0 trillion Korean won in the third quarter, up 81% from the same period last year, and an over tenfold increase from last quarter. 

Chip revenue increased to 33.1 trillion won, up 13% from last year.

Also known as its Device Solutions division, Samsung’s chip business encompasses memory chips, semiconductor design and its foundry units.

The unit benefited from a favorable price environment, while quarterly revenues reached a record high on expanded sales of its high-bandwidth memory (HBM) chips — a type of memory used in artificial intelligence computing.

Samsung has found itself lagging behind memory rival SK Hynix in the HBM market, after it was slow to secure major contracts with leading AI chip Nvidia. However, in a positive sign for the company, it reportedly passed Nvidia’s qualification tests for an advanced HBM chip last month.

A report from Counterpoint Research earlier this month found that Samsung had reclaimed the top spot in the memory market ahead of SK Hynix in the third quarter after falling behind its competitor for the first time the quarter prior. 

MS Hwang, research director at Counterpoint Research, told CNBC that Samsung’s third-quarter performance was a clear result of a broader “memory market boom,” as well as rising prices for general-purpose memory.

Heading into 2026, Samsung said its memory business will focus on the mass production of its next-generation HBM technology, HBM4.

Smartphones 

Samsung’s mobile experience and network businesses, tasked with developing and selling smartphones, tablets, wearables and other devices, reported a rise in both sales and profit.

The unit posted an operating profit of 3.6 trillion won in the third quarter, up about 28% from the same period last year. 

The company said earnings were driven by robust flagship smartphone sales, including the launch of its Galaxy Z Fold7 device.

Samsung forecasted that the rapid growth of the AI industry would open up new market opportunities for both its devices and chip businesses in the current quarter.

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