\n<\/p>\n
There has been a silly amount of drama in the run-up to Tesla<\/a>\u2018s annual shareholder meeting on Thursday. The company is set to hold a vote on \u201cre-ratifying\u201d the $56 billion compensation package awarded to Elon Musk in 2018, which was struck down<\/a> by a Delaware Chancery Court judge earlier this year. It will also hold a vote whether the company will change the location where it is incorporated from Delaware to Texas.<\/p>\n Some of Tesla\u2019s biggest boosters are calling on the company\u2019s \u201cretail army<\/a>\u201d of shareholders to vote in favor of both, but with special focus on Musk\u2019s compensation. It\u2019s not clear what tangible impact<\/a> the outcome of either vote will have. But Tesla executives and employees \u2014 including some who basically never post on social media \u2014 are simply begging for votes.<\/p>\n Across the breathless longform posts, Spaces audio meetings, podcasts and\u00a0myriad other calls to action, the focus has been trained on the idea that Musk is owed this compensation because he hit the targets agreed to at the outset. \u201cA deal is a deal,\u201d Tesla posted<\/a> to its CEO\u2019s social media platform X.<\/p>\n Yet, almost no one is discussing the substance of chancellor Kathaleen McCormick\u2019s January ruling and its dominant theme: Musk holds so much sway over Tesla and its board of directors that there was no substantial negotiation when the company hammered out this deal with him in 2017-2018.<\/p>\n Instead, there have been accusations from the Tesla faithful of her being a \u201cradical activist judge<\/a>\u201d \u2014 accusations that are easily defanged as you read through her examination of the evidence of the case.<\/p>\n So, some homework then! To the Tesla fans, haters, shareholders and rubberneckers, here it is again, embedded below. McCormick\u2019s 201-page opinion is a thorough but lucid read. It\u2019s worth brushing up on it again before the vote takes place. At the very least, it\u2019s a primer for the legal battles that are sure to continue after Thursday\u2019s vote.<\/p>\n Tornetta v. Musk Post-Trial Opinion<\/a> by Sean O’Kane<\/a> on Scribd<\/p>\n<\/div>\n