The tension surrounding the Elon Musk Pay Deal has reached new heights as Tesla Chair Robyn Denholm warned shareholders that the company’s CEO could walk away if his proposed $1 trillion compensation package is not approved. The dramatic statement came through a letter addressed to Tesla’s shareholders ahead of the company’s November 6 annual meeting — a pivotal moment that could reshape the future of one of the world’s most influential companies.
According to Denholm, Musk’s continued leadership is “critical” to Tesla’s growth and innovation. The massive performance-based pay proposal, described as the largest in corporate history, aims to secure Musk’s leadership for at least another seven and a half years. Denholm’s letter emphasizes that Musk’s “time, talent, and vision” are central to Tesla’s ongoing transformation into a global leader in artificial intelligence, autonomous driving, and robotics.
“Without a plan that properly incentivizes him,” Denholm wrote, “we risk losing the energy and direction that have made Tesla a world leader in sustainable technology.”
A Billionaire CEO with Unmatched Influence
Under the proposed plan, Musk would receive 12 tranches of stock options, each tied to extremely ambitious milestones, including a staggering $8.5 trillion market capitalization goal. The targets also include breakthroughs in autonomous driving and humanoid robotics — areas where Musk has publicly declared Tesla will dominate the future of technology.
This new pay deal follows years of controversy surrounding Musk’s previous compensation package, which was struck down earlier this year by a Delaware court. The court found that the 2018 pay agreement was improperly awarded and negotiated by directors who were “not fully independent” of Musk’s influence.
Despite that ruling, Denholm has continued to defend the board’s support for Musk. She insists the new package represents a fair alignment of incentives, tying Musk’s rewards directly to the company’s long-term success and shareholder value.

Investor Backlash and Governance Concerns
The letter comes amid a wave of opposition from governance experts, institutional investors, and influential proxy advisory firms. Both Glass Lewis and Institutional Shareholder Services (ISS) — two of the world’s most prominent shareholder advisory organizations — have urged investors to vote against the $1 trillion proposal.
Their reports raised concerns over Tesla’s board independence, transparency, and the sheer magnitude of Musk’s requested compensation. Critics argue that Tesla’s directors have long been too closely tied to Musk, undermining their ability to objectively assess what is in shareholders’ best interests.
Glass Lewis noted that “the proposed structure continues to lack sufficient safeguards to ensure independent oversight,” while ISS warned that the package “concentrates excessive power and control in the hands of a single executive.”
These warnings could sway major institutional shareholders — including massive passive index funds that collectively hold billions of dollars’ worth of Tesla stock.
Tesla’s Board Faces Renewed Scrutiny
Tesla’s board has faced recurring criticism over its handling of Musk’s influence. The company’s governance has often been called into question, particularly following Musk’s controversial decisions, such as his 2022 acquisition of Twitter (now X), his public spats with regulators, and his shifting attention among multiple ventures, including SpaceX, Neuralink, and xAI.
Denholm’s latest plea to shareholders also includes a call to re-elect three long-serving directors who have worked closely with Musk. She described them as “essential partners in driving Tesla’s growth,” but critics see this as yet another sign of Musk’s dominating influence over the boardroom.
Still, Denholm remains steadfast in her position that Musk’s leadership is non-negotiable. “No one else has the combination of drive, genius, and relentless ambition that Elon brings to Tesla,” she asserted in the shareholder letter.

Market Reaction and Investor Sentiment
Despite the swirling controversy, Tesla’s stock showed resilience in the markets. As of 11:00 AM in New York (15:00 GMT), the company’s shares were up 3.1 percent, signaling that investors may be cautiously optimistic about the outcome of the November 6 vote.
Some analysts see the rebound as a reflection of confidence in Tesla’s fundamentals and the belief that Musk, regardless of outcome, will find ways to stay engaged with the company he transformed from a niche automaker into a trillion-dollar tech powerhouse.
However, others warn that the stakes are higher than ever. If shareholders reject the proposal and Musk decides to step down, Tesla could face a leadership crisis at a time when competition in the electric vehicle and AI sectors is intensifying.
“Tesla is not just a car company,” said Dan Ives, senior analyst at Wedbush Securities. “It’s a movement, and Elon Musk is the engine. Losing him — even symbolically — could shake investor confidence worldwide.”
The Future of Tesla’s Leadership
The upcoming shareholder meeting will serve as a defining moment for both Musk and Tesla. Supporters argue that the pay package is a necessary retention strategy, ensuring that the world’s most visionary CEO remains committed to the company’s next decade of innovation. Critics counter that the deal sets a dangerous precedent, further blurring the line between corporate accountability and executive dominance.
For Musk, the message seems clear: approve the deal, or risk his departure.
As Tesla continues to push boundaries in sustainable energy, robotics, and artificial intelligence, the decision before shareholders carries immense weight — not just for the company, but for the global tech and automotive industries as a whole.
Whether the Elon Musk Pay Deal is approved or not, one thing remains certain: the outcome will define Tesla’s future trajectory and perhaps even the legacy of one of the most polarizing figures in modern business history.
End of an Era or the Start of Another?
With the vote approaching, the world watches closely. Will shareholders prioritize corporate governance — or will they once again bet on the vision of a man who has turned ambition into empire?
For Tesla, and for Elon Musk, November 6 could mark either the end of an era or the start of another chapter in a saga that continues to reshape the boundaries of innovation and power.
Source: Al Jazeera