Dear CII Members,
As you may be aware, a group of investors, including the SOC Investment Group, is
urging Tesla shareholder to “vote no” on directors Kimbal Musk and James Murdoch and the ratification of the 2018 pay plan at this year’s annual meeting. On
June 4 at 11:30 eastern, the New York City Comptroller, Amalgamated Bank, and SOC Investment Group will discuss our concerns in an informative webinar. You can register
here, and more information is available below. We hope you’ll join us.
Best,
Tejal
Investor Briefing - Time for Change at Tesla: Vote Against Directors and 2018 Pay
Please join us on June 4th at 11:30am ET for a
discussion on what is shaping up to be a
highly consequential Tesla annual meeting.
In recent years, Tesla has faced criticism for its Board of Directors’ lack of independence and deference to CEO Elon Musk. Of the 8-person Board, one is the CEO, one is a longtime, former
Tesla executive, and four others have strong personal ties to CEO Musk. The low levels of board independence appear to be opening the company up to increased legal, regulatory, operational, and financial risks. Most recently, the Delaware Chancery Court found
that the Board was insufficiently independent and failed to negotiate with CEO Musk over the 2018 Pay Package, which awarded him stock options valued at $56 billion at the time. This award was invalidated by the Delaware Chancery Court. Tesla is now asking
investors to ratify the 2018 pay package at its annual meeting on June 13, 2024.
In response, a group of investors is
asking
Tesla shareholders to vote against
the re-election of Directors Kimbal Musk (CEO’s brother) and James Murdoch (CEO’s close friend), and against the proposed ratification of the CEO’s 2018 pay package.
Proxy advisory firm
Glass Lewis is recommending that shareholders vote against Kimbal Musk and the 2018 pay package, noting “concerns about
the objectivity and independence of the board” and the “excessive size” of the options award. This morning, ISS released its recommendations that shareholders vote against James Murdoch and the 2018 pay package.
Please join us for a more detailed critique of these two management proposals.
Speakers will include:
Tejal K. Patel
Executive Director | SOC Investment Group
Mobile: +1 (202) 394-8945
socinvestmentgroup.com | @socinvgrp