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Delaware judge reaffirms ruling that invalidated massive Tesla pay package for Elon Musk
Associated Press (via WHYY PBS) ^ | December 2nd, 2024 | Randall Chase

Posted on 02/02/2025 10:55:20 PM PST by Ultra Sonic 007

A Delaware judge has reaffirmed her ruling that Tesla must revoke Elon Musk’s multibillion-dollar pay package

Chancellor Kathaleen St. Jude McCormick on Monday denied a request by attorneys for Musk and Tesla’s corporate directors to vacate her ruling earlier this year requiring the company to rescind the unprecedented pay package.

McCormick also rejected an equally unprecedented and massive fee request by plaintiff attorneys, who argued that they were entitled to legal fees in the form of Tesla stock valued at more than $5 billion. The judge said the attorneys were entitled to a fee award of $345 million.

The rulings came in a lawsuit filed by a Tesla stockholder who challenged Musk’s 2018 compensation package.

McCormick concluded in January that Musk engineered the landmark pay package in sham negotiations with directors who were not independent. The compensation package initially carried a potential maximum value of about $56 billion, but that sum has fluctuated over the years based on Tesla’s stock price.

Defense attorneys then argued that the second vote makes clear that Tesla shareholders, with full knowledge of the flaws in the 2018 process that McCormick pointed out, were adamant that Musk is entitled to the pay package. They asked the judge to vacate her order directing Tesla to rescind the pay package.

McCormick, who seemed skeptical of the defense arguments during an August hearing, said in Monday’s ruling that those arguments were fatally flawed.

(Excerpt) Read more at whyy.org ...


TOPICS: Business/Economy; Government; News/Current Events; US: Delaware
KEYWORDS: delaware; elonmusk; girlboss; kathaleenmccormick; tesla
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Bringing this back up in light of Delaware companies deciding to re-incorporate elsewhere following this work.

Because of spite against Elon Musk, this judge may have just killed the golden goose for Delaware.

1 posted on 02/02/2025 10:55:20 PM PST by Ultra Sonic 007
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To: Ultra Sonic 007

Gee whiz what a clown huh?


2 posted on 02/02/2025 11:02:07 PM PST by rktman (Destroy America from within ? Check! WTH? Enlisted USN 1967 to end up with this💩? 🚫💉! 🇮🇱👍!)
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To: Ultra Sonic 007

If you want to destroy something, put an angry, jealous, vindictive feminist in charge.


3 posted on 02/02/2025 11:19:15 PM PST by E. Pluribus Unum (The worst thing about censorship is █████ ██ ████ ████ ████ █ ███████ ████. FJB.)
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To: Ultra Sonic 007
Re: "The judge said the attorneys were entitled to a fee award of $345 million."

$345 million to the plaintiff attorneys?

Mon Dieu!

EVERY public company in the USA is going to get sued by share holders every time an executive gets a big raise.

4 posted on 02/02/2025 11:25:47 PM PST by zeestephen (Trump Landslide? Kamala lost the election by 230,000 votes, in WI, MI, and PA.)
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To: Ultra Sonic 007

The talk is that around 40-percent of the state ‘income’ comes off these corporate headquarters. So if half of them disappear....either the state budget has to find 20-percent of stuff to cut, or you increase regular income taxes on the wealthy by 30-to-40 percent (chasing them away).

Wouldn’t surprise me if Jill and Joe end up leaving in three years....over taxation.


5 posted on 02/03/2025 12:37:43 AM PST by pepsionice
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To: pepsionice

Joe won’t live for 3 more years.

I would bet that they will relocate to Florida, if the DOJ doesn’t nail them first.


6 posted on 02/03/2025 1:25:25 AM PST by Laslo Fripp (Does anybody proofread anymore?)
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To: Ultra Sonic 007

I thought Musk had moved out of Delaware because of this. Why is this judge still have a say then?


7 posted on 02/03/2025 2:15:14 AM PST by TexasFreeper2009
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To: Ultra Sonic 007

Not a goes by without the American judiciary demonstrating that it is out of control. Our legislators are too corrupt to do anything about it.


8 posted on 02/03/2025 2:17:35 AM PST by ComputerGuy
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To: zeestephen

Not surprised on the lawyer amount. I got a check from a class action lawsuit from Verizon Wireless..didn’t know ni was part of since I got rid of the 5 years ago. My part of the $100m settlement was $12 and change.


9 posted on 02/03/2025 3:47:49 AM PST by maddog55 (The only thing systemic in America is the left's hatred of it!)
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To: ComputerGuy

Man is that true

Can trace all the bad stuff back to a Judiciary that abuses power flagrantly


10 posted on 02/03/2025 5:28:02 AM PST by Regulator (It's fraud, Jim)
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To: Regulator
Back in the 90s, a state supreme court, I think it was Massachusetts, came out with an eye-watering opinion in a case (I forget which one). One of the justices was asked where the court got the authority to rule on the case. I will never forget her response - We have assumed the authority with the tacit approval of the people.
11 posted on 02/03/2025 5:42:20 AM PST by ComputerGuy
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To: ComputerGuy

Yeah

The Kritarchs

A self defining oligarchy answerable to no one


12 posted on 02/03/2025 5:57:58 AM PST by Regulator (It's fraud, Jim)
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To: Regulator

Our legislators are so corrupt and lazy, they love for federal judges to make law, so they won’t have to do their jobs.


13 posted on 02/03/2025 6:04:08 AM PST by ComputerGuy
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To: Ultra Sonic 007

The Secretary of State of Delaware is freaking out at the number of companies that are leaving the state. This leftist bitch really did massive damage on behalf of a president that now has been ousted from power.


14 posted on 02/03/2025 6:23:07 AM PST by montag813
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To: TexasFreeper2009
Tesla's incorporation didn't switch from Delaware to Texas until 2024.

Given that this compensation package was issued in 2018 (whilst still incorporated in DE), and given that Richard J. Tornetta (the one shareholder who filed the original suit claiming that this package was a breach of Tesla's fiduciary duties due to allegedly "violating performance metrics") filed the suit in the same year, this still fell under Delaware's jurisdiction. See here.

(Also, the language of the court opinion is hilariously biased: "Defendants retained extremely capable counsel, and a knockdown, drag-out lawsuit ensued...Plaintiff achieved total victory.")

It makes one wonder just how Tornetta — a former thrash metal drummer, who had only NINE SHARES of Tesla stock at the time of his suit — was inspired to launch this suit, and how he paid for it.

15 posted on 02/03/2025 8:25:24 AM PST by Ultra Sonic 007 (There is nothing new under the sun.)
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To: Ultra Sonic 007

exactly it moved to texas in 2024, and then Musk had shareholders vote AGAIN, and they again approved the pay.

So I am confused how this judge is still in the mix since the company has been moved and the pay package approved afterwards for a 2nd time


16 posted on 02/03/2025 8:30:23 AM PST by TexasFreeper2009
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To: Ultra Sonic 007
Delaware judge reaffirms ruling that invalidated massive Tesla pay package for Elon Musk

I hate arrogant judges. I dare say this woman will come to regret it, unlike *MOST* arrogant judges.

17 posted on 02/03/2025 9:06:29 AM PST by DiogenesLamp ("of parents owing allegiance to no other sovereignty.")
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To: Ultra Sonic 007
It makes one wonder just how Tornetta — a former thrash metal drummer, who had only NINE SHARES of Tesla stock at the time of his suit — was inspired to launch this suit, and how he paid for it.

This trouble making piece of sh*t should be beaten and left in the hospital with broken bones, and then he should be grateful that he wasn't killed.

There are people in the world who would kill someone for a few thousand dollars, and this guy is responsible for interfering with billions of dollars?

He needs a beating. The World would be a better place if people knew that stirring up trouble just for the sake of stirring up trouble, got you beaten.

18 posted on 02/03/2025 9:10:49 AM PST by DiogenesLamp ("of parents owing allegiance to no other sovereignty.")
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To: DiogenesLamp

they’re called “tyrants”


19 posted on 02/03/2025 9:16:55 AM PST by bankwalker (Repeal the 19th ...)
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To: bankwalker
they’re called “tyrants”

That's how I see them.

20 posted on 02/03/2025 9:19:01 AM PST by DiogenesLamp ("of parents owing allegiance to no other sovereignty.")
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