Tesla is making its boldest pitch yet. Ahead of Thursday’s annual general meeting, the company has launched a full-scale campaign to persuade shareholders that its chief executive deserves a potential $1 trillion payout. Digital ads push the message, while the website Votetesla.com showcases board chair Robyn Denholm and director Kathleen Wilson-Thompson praising Musk to the sound of triumphant music. Yet, not everyone is convinced. The meeting in Austin, Texas, is shaping up to be a referendum on Musk’s leadership. His outspoken political views and unpredictable decisions have split opinions like few other CEOs in modern business. Musk, on his platform X, has heightened the tension, warning that Tesla’s future “could affect the fate of civilization.” He has also rallied support from prominent allies such as Michael Dell, Ark Invest’s Cathie Wood, and his brother Kimbal, who sits on Tesla’s board. “There is no one remotely close to my brother,” Kimbal said. Musk replied: “Thanks bro ❤️.”
Growing unease among shareholders
For many investors, the debate over Musk’s pay highlights Tesla’s deeper problems. The company’s car sales have slowed, and critics say Musk’s focus has drifted away from its electric vehicle core. “It’s incredible that a company struggling to sell cars is spending money to sell a pay package,” said Ross Gerber, CEO of Gerber Kawasaki Wealth and Investment Management. Gerber has reduced his Tesla holdings and sharpened his criticism. “Tesla must return to its roots and refocus on EVs,” he said.
The trillion-dollar target
The proposal does not give Musk a trillion-dollar salary outright. Instead, it challenges him to raise Tesla’s market value from $1.4 trillion to $8.5 trillion. He must also lead a major expansion of self-driving “Robotaxi” vehicles, aiming to deploy a million of them—a tall order after their lackluster start. If he hits the targets, Musk would earn 423.7 million new shares, worth around $1 trillion at that valuation. Tesla declined to respond to media inquiries about its shareholder strategy.
This is not Musk’s first pay controversy. A previous deal, worth tens of billions, rewarded him for boosting Tesla’s value tenfold. He achieved that goal, but a Delaware judge struck the agreement down in 2024, saying the board was too close to Musk. The state’s Supreme Court is now reviewing that ruling even as Tesla pushes an even larger plan.
“Tesla’s methods are unconventional, but that’s part of its DNA,” said Columbia Law School professor Dorothy Lund. “They’re far from a model of corporate governance.” Lund noted that shareholder mobilization efforts like this usually occur when companies fear activist investors, not over CEO pay. “I’ve never seen anything like it for compensation,” she said.
Both Elon and Kimbal Musk will vote on the plan, increasing their influence in the outcome. Musk remains the world’s richest man, surpassing a half-trillion-dollar net worth earlier this year.
The board defends its leader
Tesla’s board insists the company cannot afford to lose Musk. It argues he “uniquely possesses the leadership qualities needed to achieve Tesla’s long-term goals.” Wilson-Thompson said the board worked for seven months with legal and pay consultants to design the package. During the last earnings call, Musk downplayed the money and emphasized control, saying he needs enough influence to guide Tesla’s future.
Critics, however, question whether the board has forgotten its real duty. “A board should represent shareholders, not campaign for the CEO,” said Yale professor Matthew Kotchen, who co-authored a study measuring Musk’s recent impact on Tesla’s brand.
Institutional investors have also voiced disapproval. Proxy advisers Glass Lewis and Institutional Shareholder Services urged shareholders to reject the deal, calling it excessive and harmful to investor value. Norway’s sovereign wealth fund and the U.S. pension giant CalPERS have both said they will vote no. New York State Comptroller Thomas DiNapoli went further, calling for a vote against Tesla’s board, saying it failed to show “independent oversight and accountability.”
A moment of truth for Tesla
With big institutions opposing the plan, Musk may have to rely on Tesla’s passionate base of retail investors. Many of them remain deeply loyal and could be crucial to his success. Morgan Stanley analyst Adam Jonas called Thursday’s vote “one of the most important moments in Tesla’s history,” warning that there is a “real chance” the package could fail.
Public criticism of Musk continues to grow. Protests have followed his brief role in Donald Trump’s administration earlier this year. “It’s hard to see Musk quickly repairing Tesla’s damaged image,” said Kotchen.
Even so, some still believe in Musk’s exceptional track record. “His personality has driven more attention to Tesla than almost any CEO in history,” said Jessica Caldwell, head of insights at Edmunds. “He’s become more divisive, but many still believe he can deliver on impossible ideas,” she said.
The question that remains is simple but monumental: will Tesla’s shareholders give Musk the $1 trillion he’s chasing—or finally say no to his ambition?
