2 tygodni temu
- On Tesla’s Q3 investor call, Elon Musk argued he needs “enough voting control to give a strong influence” at Tesla — and said he doesn’t “feel comfortable building a robot army here” without it — while pitching a near‑$1 trillion new pay plan. The Economic Times
- The proposed award (the largest in corporate history) spans 12 tranches of performance‑based stock that could add ~12% to Musk’s stake, with milestones tied to AI and robotics, including 10 million Full Self‑Driving subscriptions, 1 million robotaxis, and 1 million “bots.” Valuation targets scale from $2T to $8.5T. Reuters
- Proxy advisers ISS and Glass Lewis have urged shareholders to vote against the package; Tesla’s annual meeting is set for Nov. 6. Reuters
- Musk also blasted the proxy firms on the call, labeling them “corporate terrorists,” further inflaming the debate over his influence at Tesla. Yahoo News
- Q3 snapshot: revenue rose 12% to $28.1B, operating income fell 40% to $1.6B (margin 5.8%). Tesla said first‑generation production lines for Optimus are being installed ahead of volume output. Tesla Assets
- Shares slipped after the report and call, as investors weighed profit pressure against long‑dated AI/robotics promises. Investors
What Musk actually said
Musk ended Tesla’s Q3 call with an explicit link between his compensation, voting power and the company’s long‑term bet on AI and humanoid robots. He said there must be “enough voting control to give a strong influence,” and added: “I just don’t feel comfortable building a robot army here” if he could then be ousted. The Economic Times
He also escalated his criticism of proxy advisers, calling ISS and Glass Lewis “corporate terrorists” for recommending a No vote. Yahoo News
What’s in the $1T plan
Tesla’s board has proposed up to 423.7 million performance‑based restricted shares (about 12% of current shares) vesting over a decade via 12 tranches. To unlock awards, Tesla must hit a mix of operational goals (e.g., 10M FSD subscriptions, 1M robotaxis in commercial operation, 1M robots) alongside market‑cap milestones that step from $2T to $8.5T. The board says the package is “worth zero” unless shareholders benefit and at least one operational milestone is met. Reuters
A detailed Reuters analysis notes the robotics and autonomy targets are written broadly — for instance, “advanced driving system” is undefined — and, depending on interpretation and share appreciation, partial progress could still net Musk tens of billions. Reuters
Why this is so controversial
- Governance and control. Musk has long argued he needs roughly 25% voting control to guide Tesla’s AI/robotics future safely — a level above his current stake. Governance analysts say that stance raises classic entrenchment concerns. Reuters
- Proxy pushback. ISS and Glass Lewis both advise a No vote, citing plan size, dilution and design. Their opinions can sway large passive investors. Reuters
- Legal backdrop. Delaware’s Chancery Court voided Musk’s earlier $56B pay award in 2024; shareholders re‑approved it that June, but legal challenges persisted into 2025. The new plan is separate — and even larger. Reuters
Where Optimus stands (the ‘robot army’)
Tesla’s latest investor deck says “first generation production lines for Optimus are being installed in anticipation of volume production.” On the call and in subsequent coverage, Tesla and Musk sketched a 2026 timeframe for scaled output and teased an Optimus V3 reveal in early 2026. Tesla Assets
Musk’s rhetoric was sweeping: he suggested Optimus could even become an “incredible surgeon” and a near‑infinite profit engine — claims that reinforce why he wants durable influence if Tesla fields millions of autonomous robots. Yahoo Finance
Expert reactions, in their words
- Definitions matter. On the FSD target, law professor William Widen called “advanced driving system” a “made‑up term.” Reuters
- Who runs Tesla? Emory’s Wei Jiang said the board has effectively granted Musk a “monopoly” on the CEO job. Reuters
- Show the goods. Morningstar’s Seth Goldstein warned: “we’re going to start having to see real products.” Reuters
(Separately, Bloomberg’s call recap captured Musk’s assurance that he wants influence “but not so much that [he] can’t be fired,” underscoring the unusual balance he’s trying to strike.) The Economic Times
The financials underneath the drama
Tesla posted $28.1B in Q3 revenue (+12% YoY) but operating income slid to $1.6B (‑40% YoY) as operating expenses rose 50% amid AI/R&D investment and other costs. Management also highlighted a Bay Area ride‑hailing service using robotaxi tech and record energy storage deployments. Tesla Assets
Investors reacted cautiously; coverage noted the stock slipped following the miss and Musk’s compensation pitch. Investors
What critics and supporters are focused on
- Safety & readiness. The plan ties big payouts to mobility and robotics at a time when U.S. regulators continue to scrutinize driver‑assist systems; the package doesn’t require full autonomy to hit some goals. Reuters
- Retention vs. dilution. Tesla argues the award keeps its most important talent focused on Tesla as it pivots from EVs to software, robotaxis and humanoids; advisers worry about dilution and pay‑for‑partial‑performance. Reuters
- Timeline risk. Even bulls acknowledge that achieving 1M robotaxis and 1M humanoids — while lifting market value toward $8.5T — will require flawless execution over years, not quarters. Reuters
What happens next
- Vote on Nov. 6. Shareholders decide whether to approve Musk’s new package. Expect tight messaging from both sides in the run‑up. Tesla
- Watch Optimus milestones. Tesla says production lines are going in now; a V3 prototype is targeted for early 2026. Evidence of reliable dexterity, safety and cost will be key. Tesla Assets
- Proxy sway. How large index funds interpret ISS/Glass Lewis critiques could prove decisive. Reuters
Sources, filings & high‑quality reporting to read next
- Call recap & quotes: Bloomberg via The Economic Times. The Economic Times
- Plan structure & milestone analysis (in depth): Reuters special report and live coverage. Reuters
- Proxy adviser positions: Reuters and Financial Times. Reuters
- Tesla’s own numbers and roadmap: Q3 2025 Update Deck (IR). Tesla Assets
- Background on Musk’s 25% control ask & prior pay litigation: Reuters coverage (Jan. 2024; 2024–2025 legal updates). Reuters
