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CEO Elon Musk’s $45bn pay package gets approval of Tesla shareholders

Billionaire tech magnate tells shareholders ‘hot damn, I love you guys’ after retaining largest-ever executive compensation package at any US-listed firm

Tesla shareholders finally approved a $45bn (£35.3bn) compensation deal for CEO Elon Musk, following an aggressively contested referendum on his leadership.The result, declared on Thursday, comes as a sigh of relief for the billionaire tech tycoon, as he has successfully retained the largest-ever compensation package granted to an executive at a US-listed company.“I just want to start off by saying, hot damn, I love you guys!” a delighted Musk said as he appeared on stage after the vote.

The vote was necessitated after a Delaware judge nullified Musk’s pay package – then worth around $56bn (£43.9)– in January, on the grounds that Tesla’s board can’t be considered free from Musk’s influence and reached that hefty figure through an illegal process.

The result is a triumph for Musk and the Tesla board after they fervently campaigned to convince shareholders to approve the deal. It could be regarded as a rebuttal to the judge’s ruling that struck down the compensation deal – making it easier for Tesla’s board to claim that shareholders were appropriately informed about the payment package, and the board members’ links to Musk, before they cast their votes.

Tesla’s board cautioned that Musk could turn away from the company if the pay package wasn’t approved, while Musk claimed on Wednesday evening that he enjoyed wide support of investors. Some prominent shareholders such as the California State Teachers’ Retirement System and Norway’s sovereign wealth fund had made it amply clear in the lead-up to the votethat they would vote against the payment package, while proxy advisory firms Institutional Shareholder Services and Glass Lewis also opposed the compensation deal.

The vote definitely does not mean that Musk will receive the moneyautomatically, however, and further disputes are expected. There are still several legal arguments around whether the board can be considered free, and whether the pay package can be regarded as fair after the judge ruled otherwise. There is distinct possibility that new lawsuits may arise over the vote, potentially carrying the case back in front of a judge and raising the prospect of a long-drawn-out legal battle. Shareholders have also approved a decision to move Tesla’s legal home from Delaware to Texas, potentially further complicating any challenges.

Tesla had originally formulated Musk’s payment package in 2017, setting conditions for the CEO to receive 12 separate tranches of stock options depending on whether the company hit certain market and revenue targets. Shareholders approved that package by a very good margin in 2018, but one particular investor filed a suit claiming that the board had been misleading and the package was not fair.

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