Are you voting for or against? Well, I voted against the pay package mostly because I feel like it's a continuation of the disaster of the board of directors of Tesla's created work by doing the pay package wrong the first time and just trying to ratify the same thing. I think is just creating a lot more issues and problems than if they would have just done a new pay package and done this correctly the first time. So, you know, at this point, paying Elon $50 billion when you've seen the performance of the company falter since its purchase of Twitter and he's made really no effort to sell vehicles and in a huge effort just to get his $50 billion. It really is the wrong message to send to shareholders corporate governance. Basically, this is a, you know, case study in how boards of directors can be so horrible, so horrible. Max, your take and returns. I want to go too much traffic in here on

the fact that the share price is
still a lot higher than it was perhaps back in 2018 has come down from its
heady heights of 2021 when it was eclipsing more than $400.
But your perspective here on on him being distracted as Ross talks to.
Yeah, I think we're looking at a close vote here because on one hand you have
historically Elon Musk has been able to basically get anything he wants from
Tesla's investors. And there has been this feeling among
investors and especially among the board, which of course includes a lot of
Elon Musk's friends, loyalists, even his brother, that he can basically do
whatever he wants, whatever he wants is good for Tesla.
On the other hand, he has not performed well by any normal metric as CEO over
the last year or so. You know, the stock is down.
There are all these distractions. You know, the Wall Street Journal story
today is just the latest example, right?

It's just been a series of kind of misfires, difficulties with poor stock performance. And at the same time, Musk is asking for $56 billion. Now, of course, he'll say, well, this is an older pay package. You look at the five-year trajectory, it's great. But again, not every investor is going to be swayed by that. Yeah, to be fair, it went from what, a price of about 20 in 2018, Ross all the way up to nearly 420 21. I'm interested, therefore, in your view of him as a leader right here, right now. He says, Look, if you don't give me more control of the company of Tesla, if you don't give me this money, I might walk, I might do more stuff over X, I would that worry you? Well, I think he's already done that, in fact. So that's why the performance of Tesla

has been so poor since he purchased Twitter is because he's not working at Tesla. You know, he's been, you know, we consider him the pigeons CEO now flies in, kind of craps on everybody, flies out. And, you know, it's just not running the company compared to 2018 when he was sleeping there and working 24 seven to to build this wonderful company. So, you know, I benefited greatly from the success of Tesla, but I also took enormous risk investing with tech with Elon over the last ten years. And many thought the company was going to go bankrupt five years ago. And I supported him through all this. And so the fact that I benefited greatly as a shareholder was a byproduct of the risk I was willing to take on Elon and that it paid off. It was great. But that doesn't change where we are today. And that's the issue is what's going to happen in Tesla over the next five years.

Cathie Wood's obviously wildly optimistic, but if he leaves the company because he doesn't get what he wants, well, where's Tesla going to be in five years, right. So the fact that he has so much money, he's got 80, 90, $100 billion in net worth in Tesla, but yet that's not incentive enough to work at Tesla. I mean, he made over $90 billion just in gains from the stock he owned already. So it's not like he hasn't benefited greatly from Tesla's success. And so this is why this whole thing is outrageous and ultimately going to cost shareholders $25 billion of tax that we'll have to pay for when he gets this award, if he gets it, because that's the taxable consequence that shareholders are going to have to pay. So this is a tough situation for shareholders. Interesting context that, Max, the shareholders you speak to, the way in

which you do your reporting for
e-learning. I mean, you said it's going to be a
close call here. Have we heard from some of the big
institutions as to whether they support him and why would they support him?
Yeah, broadly speaking, there are some exceptions to this, but you have a lot
of institutional investors who are opposed to the pay package, and then you
have a lot of retail investors. Basically, many of these people are
just, you know, Tesla enthusiasts, people who are who really care about the
brand and really care about Elon Musk. And they are by and large supporting
Elon Musk, at least to to to talk about our reporting.
And what do you want? Musk himself is saying take that with a
grain of salt. So you have those two things kind of
intention. And the question is who shows up to
vote? And you know, how many of them are
there?

Tesla has been campaigning really, really hard over the last couple of weeks. We talk that on the podcast. You have videos, there's a video of Optimus, the Tesla robot, talking to people saying, Oh, you should vote your shares. And as we said on the podcast that dropped yesterday, you know, they've been calling Tesla employees. You've seen a lot of former Tesla employees show up on Twitter in support of this. So there's a lot of activity. It's almost like a political campaign. Yeah, Yeah. Weigh in here, Ross. No, I mean, I've gotten calls and emails and all kinds of ads and and I was like, so insulted that after a year of saying that Tesla needs PR and Tesla needs ads to sell model Y's and sales going down and down and down, then they pull out all the stops for Elon's pay. They have a PR team actually working there. I mean, I can't even tell you how.

obnoxious it is that this is about his
pay. The richest man in the world while the company is languishing and can't
sell model Y to save their lives. And they're discounting him left and
right, and they won't run an ad. So I think this is become like a
referendum on Elon. And, you know, it really shouldn't have
been. And this is really just, you know, a
horrible situation for Tesla shareholders.
Ross, can I dig in on the PR team working double time because they are
surely working double time today. And there is this Wall Street Journal
report which we cited earlier in the show where Elon Musk is being accused of
having pursued women working over at SpaceX.
This is Wall Street Journal reporting. But does this affect you as a
shareholder of Tesla and your viewpoint of him as a leader?
I don't think he's pursuing women. I think, you know, I don't know what he
really does, but I wish he was spending

more time with women, to be honest.
I think that would help him greatly if it was in a positive way.
But I don't see him as that type of person.
I think he's very, very focused on his goals, which is getting off earth,
replacing human the human race with robots and and living on Mars by
himself. So, you know, I don't know.
I don't know, but I don't take these kind of claims.
Personal claims as valid unless they're actual, you know, proof of this stuff.
Okay. So questioning some of the reporting
that. Ross I'm interested, Max, and ultimately
where we go after this vote, because if it's a referendum on Elon Musk himself
and it doesn't go his way. Well, it doesn't actually.
Or even if it does go away, it doesn't actually affect whether or not the money
goes to him. It's still all about a judge, right?
Yeah, we talked about this earlier this

week.
This is not a binding vote. It also doesn't it doesn't have any
legal consequences. Tesla's hope here is that the vote is
overwhelmingly in support. They take it back to the Delaware
courts, and this is part of their appeal.
And that is the plan. Kind of a novel legal strategy to save
this pay package so they don't to renegotiate it.
I think the challenge here and what will be really difficult for shareholders,
probably Tesla employees as well, is if the vote does not go his way, where does
it go? Because because we know from having
followed Elon Musk, he is not going to be happy.
He's already made threats. You know, as Ross is alluding to, to,
you know, sort of essentially take his talents elsewhere.
And you do wonder if he's faced with a smaller pay package.
Well, how much smaller is it going to be?
And then it becomes this challenge of

like keeping Elon Musk motivated, which
again, is funny because he's getting paid a lot of money one way or the
other. And he's also said that Tesla is his
life's work. On the other hand, he is very hot.
He has zany. You know, there is there is this threat.
So you worry if you're an investor, that he's going to like take his ball and go
home and that that and that could lead to massive upheaval at Tesla if that
were to happen.

Tesla Investor: Pay Package Vote a ‘Referendum on Elon’

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