Elon Musk's Fiery Response to Delaware Court Ruling: Tesla's Future and Musk's Influence Hang in the Balance

January 31, 2024

By Kevin Armstrong

Musk $55.8 billion compensation package rescinded

Not a Tesla App

In the wake of the Delaware Chancery Court's landmark decision to rescind his $55.8 billion compensation package, Elon Musk did not hold back on expressing his views. Taking to X, Musk's posts resonated with a blend of frustration, defiance, and contemplation of Tesla's future.

This is insulting to shareholders
— Elon Musk (@elonmusk) January 31, 2024

Musk called the decision "insulting to shareholders." Furthermore, Musk's suggestion to avoid incorporation in Delaware and his query about relocating Tesla's incorporation to Texas echo his discontent and hint at a potential strategic shift.

Unfathomable Compensation and Controlled Mindset

The 201 page Delaware Court's decision, as articulated by Judge Kathaleen St. J. McCormick, delved deep into the complexities of Musk's compensation package and the process behind its approval. The judge described the package as an "unfathomable sum," highlighting its sheer magnitude and deviation from standard executive compensation practices.

Central to the court's ruling was the notion that Musk exerted undue influence over Tesla's board of directors. The court found that Musk's control over the board and his relationships with its members significantly compromised their ability to act independently. According to the ruling, this control resulted in a compensation negotiation process that lacked objectivity and transparency.

In her ruling, McCormick noted, "Musk had extensive ties with the persons tasked with negotiating on Tesla’s behalf." She pointed out the conflicts inherent in this arrangement, emphasizing the need for a more rigorous standard in such situations. "The process leading to the approval of Musk’s compensation plan was deeply flawed," she wrote, highlighting the controlled mindset of the board and its failure to recognize the conflict of interest.

Shareholder Disenfranchisement and Material Omissions

Another critical aspect of the court's decision was the inadequate information provided to shareholders during the vote on Musk's compensation. The ruling emphasized the omission of material information about potential conflicts of interest and the overall negotiation process, which were crucial for shareholders to make an informed decision.

"The record establishes that the Proxy failed to disclose the Compensation Committee members’ potential conflicts and omitted material information concerning the process," the court observed. This lack of transparency was seen as a significant factor in the decision to overturn the package, indicating that Tesla shareholders were not equipped with all the necessary information to make an informed choice.

Musk's compensation was initially perceived as a step toward a "good future for humanity," including ambitions like colonizing Mars, but the judgment stated, “Some might question whether colonizing Mars is the logical next step. But, in all events, that “get” had no relation to Tesla’s goals with the compensation plan.” The court's analysis highlighted that the package's extraordinary size was disconnected from the automaker's objectives.

Stepping back to 2017

The court's narrative begins with Musk's own words, extracted from a 2017 email, where he expressed confidence that Tesla shareholders would be "super happy" with the compensation plan. Musk believed that the package would be perceived positively, projecting an "ultra-bullish view of the future" and symbolizing his commitment to ensuring a "good future for humanity." This ambition, while laudable, was disconnected from the immediate operational goals of Tesla, according to the court.

Emails from Musk during the compensation discussions in 2017 reveal his desire for a significant increase in Tesla ownership upon reaching a $550 billion valuation. He suggested a structure that would effectively boost his ownership stake, considering future dilutions, to around 25% over a decade, underscoring his long-term vision for Tesla. It also underscores the lack of a succession plan that exists to this day.

Testimonies from key Tesla figures like Ira Ehrenpreis and Antonio Gracias provided insight into the compensation committee's approach. They emphasized a subjective sense of fairness and collaboration with Musk, rather than objective market data or arm's length negotiations. This approach was echoed by Todd Maron, Tesla's general counsel, who described the process as cooperative and collaborative, lacking a recognized conflict of interest.

Musk's Recent Compensation Discussion

Two weeks before the court's decision, Musk discussed on X his engagement with Tesla and future compensation plans. An X user expressed concerns about Musk's apparent lack of a new incentive plan since completing his 2018 compensation milestones. In response, Musk's four-word reply, "That would be nice," hinted at his openness to discussing future compensation aligned with his contributions and ambitions in AI, automation, and space exploration.

Musk later elaborated on his desire for approximately 25% voting control within Tesla, which he believes is substantial yet not overwhelming. This statement came amidst Musk's concerns over his influence in the company, especially in growing Tesla as a leader in AI and robotics. On the same day as the ruling Musk posted an update on Tesla’s robot.

Going for a walk with Optimus pic.twitter.com/6mLJCUp30F
— Elon Musk (@elonmusk) January 31, 2024

Musk & Tesla's Future and Potential Move to Texas

Musk's suggestion of moving Tesla's incorporation to Texas, where its physical headquarters are located, has stirred discussions about the company's future corporate structure. Relating to Texas, known for its business-friendly environment, could be a strategic response to the legal and corporate challenges Tesla faces in Delaware.

Should Tesla change its state of incorporation to Texas, home of its physical headquarters?
— Elon Musk (@elonmusk) January 31, 2024

This potential move raises questions about the implications for Tesla's governance, legal framework, and operational strategy. A shift to Texas could signal a new chapter for Tesla as it navigates through the fallout of the court's decision and reevaluates its position in the corporate landscape.

Despite focusing on voting control and compensation, Musk's vision for Tesla extends beyond financial incentives. He is keen on advancing significant developments in AI and robotics, aiming to position Tesla at the forefront of technological innovation. This aligns with his broader goals of advancing human progress through technology.

Is Tesla Planning to Add Steam Support to All Vehicles?

December 11, 2024

By Karan Singh

Not a Tesla App

Yesterday, we reported that Tesla updated their Steam integration on Model S and Model X vehicles. The update was part of their 2024 Holiday Update, but it looks like there may be more to this than a simple update.

Steam, a video game library app, makes it easy for users to buy or launch games on their computers. However, a couple of years ago, Valve, who created Steam, launched their own standalone device, the Steam Deck. The Steam Deck runs a custom OS based on Linux.

Steam Launch

When Tesla launched the redesigned Model S and Model X, Tesla introduced a dedicated gaming GPU with 16GB of RAM and touted the ability to play top-tier PC games in Tesla vehicles.

In 2022, Tesla finally launched the Steam app for the Model S and Model X as part of its 2022 Holiday Update. The Steam app runs Steam OS, the same OS as the Steam Deck in a virtual environment.

However, earlier this year, Tesla stopped including the GPU and Steam (Beta) in their vehicles, and we haven’t seen any updates to the Steam in quite some time. In fact, we thought Tesla was axing their gaming-on-the-go dreams.

SteamOS Update

The Steam app, which is still in Beta, is getting an interesting update for the Model S and Model X vehicles with the discrete GPU.

Those vehicles received an update to SteamOS 3.6 - the same version of SteamOS that runs on the Steam Deck. While nothing has visually changed, there’s a long list of performance optimizations under the hood to get things running smoother.

Comparing Steam Deck to Tesla Vehicles

Let’s take a look at the Steam Deck - according to Valve, its onboard Zen4 CPU and GPU combined push a total of 2 TFlops of data, which is fairly respectable, but much lower than today’s home consoles. The Steam Deck is capable of 720p gaming fairly seamlessly on low-to-medium settings on the go and is also built on the AMD platform.

AMD-equipped Teslas, including the Model 3 and Model Y, are packing an older Zen+ (Zen 1.5) APU (processor with a combined CPU and GPU). AMD claims that the V1000 - the same embedded chip as on AMD Tesla vehicles (YE1807C3T4MFB), brings up to 3.6 TFLops of processing power with it, including 4K encoding and decoding with the integrated GPU on board.

While that’s not enough for 4K gaming or comparable to a full-blown console or desktop GPU, that’s enough raw horsepower for light gaming and is currently more powerful than the Steam Deck.

The Model S and Model X’s GPU brings that up to about 10TFlops of power - comparable to modern consoles like the Xbox Series X at 12 TFlops.

Steam Gaming for All Vehicles?

The fact that Tesla is updating SteamOS even though the feature is no longer available in any new vehicles could indicate that Tesla is not only bringing Steam back to Teslas but that it’s going to play a much bigger role.

While SteamOS is run in a virtual environment on top of Tesla’s own OS, we could see Tesla bring SteamOS to all of its current vehicles, including the Model 3, Model Y, and Cybertruck. Steam in these vehicles would likely support any game that’s capable of running on the Steam Deck.

We think this Steam update, which includes performance improvements and a variety of fixes, has quietly passed under most people’s radars. This could be a very exciting update for those who enjoy gaming, especially for those who love to do it in their Tesla.

Tesla Holiday Update Weather Features: All the Small Details

December 11, 2024

By Karan Singh

Robert Rosenfeld / YouTube

As part of Tesla’s 2024 Holiday Update, Tesla included two awesome new features - Weather at Destination and the long-awaited Weather Radar Overlay. These two features are big upgrades built upon the weather feature that was added in update 2024.26. The original weather feature added an hourly forecast, as well as the chance of precipitation, UV index, Air Quality Index, and other data.

However, this update also added some smaller weather touches, such as the vehicle alerting you if the weather at the destination will be drastically different from the current weather.

Not a Tesla App

Weather At Destination

When you’re navigating to a destination and viewing the full navigation direction list, the text under the arrival time will show you the expected weather next to your destination. You can also tap this, and the full weather pop-up will show up, showing your destination's full set of weather information.

Note the weather under the arrival time

Not a Tesla App

You can also tap the weather icon at the top of the interface at any time and tap Destination to switch between the weather at your current location and the weather at your destination.

You’re probably considering that the weather at your destination doesn’t matter when you’re three hours away - but that’s all taken into account by the trip planner. It will add in both charge time and travel time and show you the weather at your destination at your expected arrival time.

And if the weather is drastically different or inclement, such as rain or snow, while you’ve got sunshine and rainbows - the weather will be shown above the destination ETA for a few moments before it tucks itself away.

Tesla also recently introduced a new voice command. Asking, “What’s the weather?” or something similar will now bring up Tesla’s weather popup.

The weather pop-up above the ETA

Not a Tesla App

One limitation, though—if you’re planning a long road trip that is more than a day of driving, the weather at destination feature won’t be available until you get closer.

Weather Radar Overlay

As part of the improvements to weather, Tesla has also added a radar overlay for precipitation. You can access the new radar overlay by tapping the map and then tapping the weather icon on the right side of the map. It’ll bring up a radar overlay centered on your vehicle. It’ll animate through the radar data over the last 3 hours so that you can see the direction of the storm, but you can also pause it at any point.

You’re able to scroll around in this view and see the weather anywhere, even if you zoom out. It also works while you’re driving, although it can be a little confusing if you’re trying to pay attention to the navigation system. If you like to have Points of Interest enabled on your map, the weather overlay will hide POIs except for Charging POIs.

Requirements / Data

Unfortunately, you’ll need Premium Connectivity for any of the weather features to work, and being on WiFi or using a hotspot will not be enough to get the data to show up. The data, including the weather radar, is provided by The Weather Channel.

As for supported models, weather and weather at destination are available on all vehicles except for the 2012-2020 Model S and Model X. The weather radar has more strict requirements and requires the newer AMD Ryzen-powered infotainment center available on the 2021+ Model S and Model X and more recent Model 3 and Model Y vehicles.