Tesla has scheduled its annual shareholder meeting for December 3, 2026, where investors will vote on the re-election of CEO Elon Musk and other board members, executive compensation and the appointment of the company’s independent auditor.
According to a proxy statement filed with the US Securities and Exchange Commission, Tesla has nominated Musk, board chair Robyn Denholm and director JB Straubel for new three-year terms on the board. The meeting will take place at 3 p.m. Central Time at Tesla’s Gigafactory Texas facility in Austin, with shareholders also able to participate online.
One of the most notable disclosures in the filing is the accounting value of Musk’s compensation for 2025, which Tesla reported at approximately $158.36 billion. The amount consists entirely of stock-based awards and does not represent cash paid directly to the billionaire entrepreneur.
The compensation figure is linked to a performance-based award of approximately 423.7 million restricted Tesla shares. The shares are subject to specific market capitalisation and operational targets, meaning Musk must meet the required milestones before earning them.
Tesla previously reported that none of the 12 tranches associated with the performance award had been earned as of its earlier disclosure. The award is tied to market capitalisation milestones ranging from $2 trillion to $8.5 trillion, alongside operational requirements. Any shares earned are generally subject to a five-year holding requirement, with limited exceptions.
As a result, the $158.36 billion accounting figure should not be interpreted as money Musk actually received during 2025. Tesla reported his realised compensation for the year as zero under the relevant performance award because none of its tranches had been earned.
Shareholders will also vote on a non-binding advisory resolution concerning Tesla’s 2025 executive compensation and consider ratifying PricewaterhouseCoopers as the company’s independent auditor for the fiscal year ending December 31, 2026.
The meeting comes as investors continue to examine Tesla’s corporate governance and the connections between Musk’s various businesses. The proxy statement highlights links between Tesla’s board and SpaceX, but it does not propose a merger between the two companies.
Separately, SpaceX has been in focus following its public listing and recent share-price volatility. Its shares reportedly fell around 35% from their post-listing peak, drawing further attention to the company’s financial performance and growth prospects.
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Tesla’s December meeting will give shareholders an opportunity to vote on board appointments and compensation policies as questions about Musk’s leadership, performance-based pay and wider business interests continue to attract investor attention.
