"Glass Lewis's 90-page report, reviewed by Business Insider, calls the package "excessively dilutive," estimating that, if fully exercised, it could cut existing shareholders' ownership by about 11.3%. The firm valued the deal at $141.6 billion - far above Tesla's own $87.8 billion estimate - and said Musk could reap "billions in compensation and a materially increased ownership stake" even if he hits just one of the 12 performance tranches."
""The potential upfront and future dilutive impacts to shareholders, as well as extraordinary pay levels without commensurately exceptional performance through the achievement of even just a few tranches, warrant significant concern," Glass Lewis wrote in its analysis. The package would grant Musk up to 423 million shares, or about 12% of Tesla's adjusted share count, if he meets a set of market-cap and 12 operational milestones - including pushing Tesla's valuation to $8.5 trillion by 2035."
Glass Lewis joined ISS in recommending that Tesla investors vote against Elon Musk's proposed $1 trillion compensation package ahead of the November 6 annual meeting. Glass Lewis's 90-page report called the award excessively dilutive and estimated full exercise could reduce existing shareholders' ownership by about 11.3%. The firm valued the deal at $141.6 billion, exceeding Tesla's $87.8 billion estimate, and warned that Musk could receive billions and a larger ownership stake even by achieving a small number of performance tranches. The package would grant up to 423 million shares tied to market-cap and operational milestones, including an $8.5 trillion valuation target by 2035. Tesla called the proxy firms' recommendations "misguided" in a lengthy X post.
Read at Business Insider
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