Tesla approaches a pivotal moment in its corporate history. Ahead of Thursday’s annual general meeting, the company has launched a major campaign to persuade shareholders that Elon Musk deserves a $1 trillion pay package. Digital ads showcase his achievements, while Votetesla.com features board chair Robyn Denholm and director Kathleen Wilson-Thompson praising Musk to triumphant music. Investor opinion is divided. The meeting in Austin, Texas, could become a referendum on Musk’s leadership. His political statements and unpredictable style have made him one of the most polarizing figures in modern business. On X, the platform he owns, Musk warned that Tesla’s future “could affect the future of civilization.” He also highlighted support from Michael Dell, Ark Invest CEO Cathie Wood, and his brother Kimbal, who sits on Tesla’s board. “There is no one remotely close to my brother,” Kimbal said. Musk responded: “Thanks bro ❤️.”
Shareholders voice concern
Many investors see the pay package as a symptom of Tesla’s deeper challenges. Car sales have slowed, and critics argue Musk has diverted attention from the company’s core mission. “It’s remarkable that a company struggling to sell cars spends money promoting a pay package,” said Ross Gerber, CEO of Gerber Kawasaki Wealth and Investment Management. He has reduced his Tesla holdings and become increasingly critical. “Tesla must return to its roots—building and selling electric vehicles,” he said.
The trillion-dollar challenge
Musk’s proposed package does not deliver $1 trillion directly. Instead, it sets a performance goal: increase Tesla’s market value from $1.4 trillion to $8.5 trillion. He must also oversee the deployment of one million “Robotaxi” self-driving vehicles, despite slow progress. If successful, Musk would receive 423.7 million new shares, worth nearly $1 trillion at the target valuation. Tesla has not commented on its strategy to win shareholder approval.
This is not Musk’s first pay controversy. A previous multibillion-dollar plan rewarded him for boosting Tesla’s market value tenfold. He achieved the milestone, but a Delaware judge voided the deal in 2024, citing conflicts of interest with the board. The Delaware Supreme Court is reviewing the case while Tesla pursues this even larger plan.
“Tesla continues to operate outside normal corporate practices,” said Columbia Law professor Dorothy Lund. “They are far from a model of good governance.” She noted that shareholder campaigns of this scale usually appear when activist investors threaten major change, not for executive pay. “I’ve never seen anything like it,” she said.
Both Elon and Kimbal Musk will vote on the proposal, giving them significant influence. Musk, already the world’s richest man, became the first known half-trillionaire earlier this year.
Board defends its CEO
Tesla insists Musk is irreplaceable. The company says he “uniquely possesses the leadership qualities needed to achieve its long-term mission.” Wilson-Thompson explained that the board spent seven months consulting legal and pay experts to design the package. Musk emphasized that the issue is control, not money, saying he needs authority to guide Tesla’s future.
Critics argue the board is overstepping. “A board should represent shareholders, not advocate for a CEO,” said Yale professor Matthew Kotchen, co-author of a study examining Musk’s impact on Tesla’s reputation.
Institutional investors have voiced opposition. Proxy advisers Glass Lewis and ISS recommended shareholders reject the plan, calling it excessive and harmful to shareholder value. Norway’s sovereign wealth fund and U.S. pension giant CalPERS have pledged to vote no. New York State Comptroller Thomas DiNapoli urged investors to oppose Tesla directors, citing failure to provide “independent oversight and accountability.”
A historic vote for Tesla
With large institutions opposing the plan, Musk may rely on Tesla’s retail investors, who often support him. Morgan Stanley analyst Adam Jonas called Thursday’s vote “one of the most important events in Tesla’s history,” warning the proposal could fail.
Criticism outside Tesla continues. Protests have persisted since Musk’s short-lived and controversial role in Donald Trump’s administration earlier this year. “It’s hard to imagine Musk quickly repairing the damage to Tesla’s brand,” said Kotchen.
Still, many remain confident. “Musk’s vision and personality have drawn more attention to Tesla than almost any CEO,” said Edmunds’ Jessica Caldwell. “He’s polarizing, but investors still believe he can achieve the extraordinary.”
The ultimate question now is clear: will Tesla shareholders approve Musk’s $1 trillion plan—or finally decide the limits of his influence?
