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The Briefing

Delaware Tells Musk ‘No’; Alphabet and Microsoft’s AI-Driven Earnings

Photo via AP
By
Martin Peers
[email protected]Profile and archive

Tuesday’s biggest tech news has to be the Delaware Court of Chancery’s stunning decision rescinding Elon Musk’s $56 billion Tesla pay package from 2018. The ruling, a big victory for the Tesla shareholder who sued to block the pay deal, should be a warning to all company boards that are dominated by a high-profile CEO: Make sure you’ve got some truly independent directors. 

That’s because a key point in Judge Kathaleen McCormick’s decision is that all the directors at the time of the pay deal had ties to Musk, to varying degrees. That’s presumably why, as the judge noted, the Tesla board never even discussed whether the pay plan—granted in the form of what is now 303 million stock options—was even necessary. After all, Musk had said he would never leave Tesla even if he didn’t get the pay award, and he already owned a big stake in the company. 

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