Elon Musk’s record-breaking compensation deal has been rejected again by a Delaware judge

Elon Musk’s record-breaking compensation deal has been rejected again by a Delaware judge

A Delaware judge ruled Monday that Tesla CEO Elon Musk is not entitled to a multibillion-dollar compensation package, even though shareholders agreed to it.

Chancellor Kathaleen McCormick of the Delaware Court of Chancery filed her 101-page decision Monday. In an X post, Tesla responded to the decision and expressed its intention to appeal.

“A Delaware judge just overruled a vast majority of the shareholders who own Tesla and who voted twice to pay @elonmusk his worth,” the post reads. “The court’s decision is wrong and we will appeal.”

“If this ruling is not overturned, it will mean that judges and plaintiffs’ attorneys will be running Delaware companies and not their rightful owners – shareholders.”

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Elon Musk, CEO of Tesla

Tesla CEO Elon Musk speaks at the company’s Gigafactory in Shanghai, China, January 7, 2020. (Qilai Shen/Bloomberg/Getty Images)

McCormick’s ruling came months after she terminated the same compensation agreement back in January. It concluded that Musk’s close relationships with certain board members influenced the negotiations and that there was insufficient evidence that the size of the package was appropriate.

The compensation package, also called Musk’s 2018 CEO Performance Award, would consist of 303 million Tesla shares. Compensation was contingent on Tesla achieving certain milestones under Musk’s leadership.

The closing price of a single Tesla share on Monday was around $357, meaning the package could now be worth $108 billion, a whopping 12-figure sum.

In her decision, McCormick wrote that shareholders did not have the right to hit “reset” to restore the original pay package and that doing so would lead to endless litigation.

“If the court tolerated the practice of allowing losing parties to create new facts for the purpose of reviewing judgments, the lawsuits would become endless,” she said.

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Musk wears a SpaceX jacket while speaking at a Trump event

SpaceX and Tesla founder Elon Musk speaks during an America PAC Town Hall on October 26, 2024 in Lancaster, Pennsylvania. (Samuel Corum/Getty Images)

“The large and talented group of defense contractors got creative with the ratification argument, but their unprecedented theories contradict multiple strands of existing law.”

In January, McCormick said the pay package was the “largest compensation plan ever – an unimaginable sum.” It was 33 times larger than the next largest executive compensation package, Musk’s 2012 compensation plan.

Musk had already acknowledged the legal dispute over X in January.

Elon Musk, CEO of Tesla

Elon Musk (Richard Bord/WireImage/Getty Images)

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“I am uncomfortable with making Tesla a leader in AI and robotics without controlling approximately 25% of the voting power,” he wrote. “Enough to be influential, but not so much that I can’t be overthrown. If that’s not the case, I would prefer to build products outside of Tesla.”

FOX Business’ Eric Revell and Reuters contributed to this report.

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