Time points are hard to ignore. Tesla has yet to schedule its 2026 annual general meeting of shareholders, while Elon Musk has continuously hinted at a possible merger with SpaceX. This deal could enable him to receive a large portion of his $1 trillion compensation package without having to meet any operational targets.
What was approved by SEC?
Tesla's Chief Legal Counsel Brandon Ehrhart, along with Sullivan and Cromwell, submitted a no-objection request to SEC on September 29th for the acquisition of the office. SEC approved it on the same day. A footnote in Tesla's letter explained this rapid progress: prior to that, there were "months-long" discussions with the staff of SEC.
Participants can choose one of two scopes: all matters, or all matters except for the disputed director elections and mergers, acquisitions, or divestitures that require shareholder voting. Under the first option, the shares held by retail investors will automatically support the merger transactions initiated by the board of directors.
Robinhood CEO Vlad Tenev celebrated this approval on X, stating that Robinhood "is very proud to work with Tesla's outstanding team to help achieve this goal," and called it a "voting plan that empowers retail investors." Tesla's letter also described the "Hub" operated by the brokerage firm, through which investors can join all relevant programs of the participating companies at once.
Why is retail investor voting so important for Tesla?
At Tesla, it is these retail investors' votes that determine the key outcomes. Last year, proxy advisors ISS and Glass Lewis recommended that institutional investors vote against Musk's new compensation plan, but the plan was ultimately approved thanks to the support of retail investors.
Nevertheless, in January, Tesla invested $2 billion in xAI. A few weeks later, SpaceX took over xAI, and Tesla's shares also became SpaceX stocks.
Annual meetings not yet scheduled by Tesla
Tesla's last annual general meeting of shareholders was on November 6, 2025. In a revised 10-K filing submitted on April 30, Tesla stated that the board of directors "has not yet determined the date for the 2026 annual shareholders' meeting," and that the proxy statement would be released later. Five months have passed, and there is still no proxy statement available.
SpaceX Mergers and Acquisitions and Musk's Salary
For months, Musk has been hinting at a merger between Tesla and SpaceX. During Tesla's second-quarter earnings call in July, he stated that the two companies were "becoming more and more overlapping," but "we can't discuss matters like merging companies on a phone call." A week later, The Wall Street Journal reported that Tesla was considering selling its Chinese business to clear the way for such a transaction.
SpaceX went public in June and is currently valued at approximately $2 trillion. Tesla's market value last week was around $1.47 trillion. Musk holds about 20% of Tesla's shares, but on SpaceX, he has more than 80% of the voting rights.
As we explained in May, if SpaceX acquires Tesla at a valuation of $2 trillion, Musk would receive the first installment of his compensation without Tesla having to deliver even a single robotaxi. Based on approximately 3.95 billion outstanding Tesla shares, this would equate to around $506 per share, which is about 36% higher than last week's stock price.
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Moreover, in terms of the truly important significance here, this board of directors is not independent. It pushed through a $1 trillion compensation plan despite opposition from both major advisory agents, and it also approved the investment in xAI after it was vetoed by shareholders.
Therefore, Tesla has now obtained the green light from SEC to lock in retail investor votes, an annual meeting that has not yet been scheduled, and a CEO who has hinted that they may receive compensation by merging based on market value. We cannot be sure whether these matters are related to each other. However, Tesla must answer this question and should provide a response before shareholders are asked to vote on the transaction with SpaceX.
If you hold TSLA through a brokerage firm that has initiated this plan, please read the details carefully before clicking on “opt in”.
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