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Take Back Tesla urges shareholders to reject Musk $1 trillion pay plan
Elon Musk interviews on CNBC from the Tesla Headquarters in Texas.
CNBC
A day ahead of Tesla’s quarterly earnings report, a coalition of unions and corporate watchdogs wants investors to focus their attention on matters of governance.
On Tuesday, a group that includes the American Federation of Teachers and Public Citizen launched a website for Take Back Tesla, a campaign urging shareholders to vote against a new pay package for CEO Elon Musk that would net him nearly $1 trillion worth of stock and expand his control over the company.
Tesla’s board floated the pay proposal in September, saying the largest ever CEO pay plan was appropriate and necessary to lock Musk in for a decade. The plan is up for a shareholder vote at the company’s annual meeting next month.
On the Take Back Tesla website, the group calls the outsized package “outrageous,” in part because Musk’s “political activities have damaged Tesla’s brand and distracted him from leadership at Tesla.” The site says the plan doesn’t require Musk to focus more on the automaker than his political interests or other business endeavors.
The site also encourages the general population to petition state treasurers and other financial officers, who oversee funds on behalf of workers and retirees, to reject the plan. The coalition plans to share materials online that teach investors how to vote their shares or influence fund managers who vote on their behalf.
“Public pension funds are significant shareholders in Tesla, and the asset managers who invest those funds have even larger holdings,” the site says. “That’s our money and we should tell the people who invest it for us that we want them to vote to hold Musk and Tesla Board members accountable.”
Additional groups in the coalition include Americans for Financial Reform, the Communication Workers of America, corporate watchdog group Ekō, People’s Action and Stop the Money Pipeline.
Tesla didn’t immediately respond to a request for comment.
Top proxy firms ISS and Glass Lewis have recommended against authorizing the $1 trillion pay plan, which was disclosed amid a tense battle over Musk’s previous 2018 pay package, which amounted to about $56 billion in stock when it vested.
Following those firms’ suggestions, Tesla wrote in a post that, “ISS and Glass Lewis have recommended against Tesla’s proposals time and time again since the 2018 CEO Performance Award was introduced.” The company added that shareholders who sold would “have missed out on our market capitalization soaring by 20x from March 2018 to August 2025.”
The Delaware Court of Chancery ruled early last year that the 2018 plan was improperly granted by Tesla, with the judge finding that the company hid crucial details from shareholders and that Musk had controlled board members rather than negotiating with them for a fair deal.
Musk appealed the matter to the Delaware State Supreme Court and is seeking to get the 2018 CEO pay package reinstated.
Around the time that plan was rescinded, in January 2024, Musk wrote on his social network X, “I am uncomfortable growing Tesla to be a leader in AI & robotics without having ~25% voting control.” The new plan would add 12% to his stake over the next decade.
Musk had already started artificial intelligence startup xAI in March 2023, taking some ex-Tesla employees with him, and was developing Grok, a would-be challenger to OpenAI’s ChatGPT.
By May 2025, Musk said he was committed to running Tesla for at least five more years.
New York City Comptroller Brad Lander, who oversees a $300 billion pension fund, said he “vociferously opposes this pay package” and says other public fiduciaries should do the same.
“Most of the time we’ve held Tesla stock, it has been a solid investment, it’s grown over time, and that’s why we haven’t chosen to dump it,” Lander, who also serves as finance and accountability chief for the city, said in an interview. Lander said that he’s preferred to “hold on to it and participate in shareholder engagement to address the concerns we have.”
Lander manages funds that own about $1.1 billion worth of Tesla, based on holdings reported in August.
He said he views Tesla’s board he as “insufficiently independent,” and that it’s allowed Musk to be an “absentee CEO.” The company has also failed to hit its marks when it comes to robotaxis and self-driving technology, Lander said.
The stock has rallied of late after a brutal start to the year, but it’s still underperforming its tech peers and the S&P 500 and Nasdaq in 2025.
Musk has “been an inconsistent CEO at best,” Lander said, “and the pay package is like a ransom attempt after volatile stock performance and destroying consumer confidence.”
Tesla is scheduled to report third-quarter results after the close of regular trading on Wednesday. Analysts are expecting revenue growth of 4.2% from a year earlier to $26.24 billion, according to LSEG, following two straight year-over-year declines.
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