Tesla board explores new pay deal for Elon Musk
The committee comprises just the chair Robyn Denholm and Kathleen Wilson-Thompson, according to several people familiar with the matter. As well as Mr Musk's pay package it will also explore alternative ways to compensate him for past work should Tesla fail to reinstate his record 2018 pay deal via an appeal at the Delaware Supreme Court this year.
After the existence of the special committee was disclosed with a single sentence in a filing last month, major investors have reached out to the board and have been sounded out about their views on Mr Musk's pay and his continued leadership of the company, the people added.
Tesla and Mr Musk have been embroiled in a legal battle in Delaware for seven years over the largest pay award in US history. It was struck down by chancellor Kathaleen McCormick, a Delaware judge, in January 2024. She ruled that the amount was excessive and board members had acted in thrall to Mr Musk. They were behaving, she concluded, 'like supine servants of an overweening master'.
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Mr Musk, already the world's richest man, has threatened to leave the electric-car maker he co-founded unless he is awarded greater control over the company.
The Texas-based automaker also said in another filing that its proxy statement would be submitted late, indicating that its annual meeting could be delayed. This would allow the committee time to formulate new pay proposals on which shareholders could vote, the people added. Tesla usually holds the event in May or June.
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Tesla board denies launching search for Elon Musk's successor
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The committee is still in the early stages of deliberation and neither a new package nor any decision on how Mr Musk's new pay would be structured is guaranteed, the people said. Any stock options would be contingent on Tesla hitting financial, operational and share price targets.
Tesla did not respond to a request for comment.
Mr Musk's 2018 package included 304 million stock options, worth a potential $56 billion (€50 billion) at the time of the initial 2024 ruling, $146 billion at their peak in December, and $98 billion at the current share price. He gained the right to exercise all the options in 2023 after hitting ambitious valuation and financial targets.
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Ms Wilson-Thompson, a former head of human resources (HR) at pharmacy group Walgreens Boots Alliance, was the sole member of a prior special committee that reviewed the 2018 package after it was voided. She concluded that the size and criteria had been appropriate.
However, Ms McCormick rejected an attempt to reinstate Mr Musk's pay in December even after Tesla had won a shareholder vote reapproving the award at its last annual meeting in June.
If reinstated on appeal by Delaware's Supreme Court, the package would increase Mr Musk's ownership of Tesla from just under 13 per cent to more than 20 per cent.
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Elon Musk turns Tesla's brutal quarter into a sermon on belief
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In early 2024, Musk said he would leave the carmaker unless his control was increased, arguing that, without a quarter of the shares, he could not fend off activists or ensure that Tesla deployed artificial intelligence responsibly.
Mr Musk had already founded a separate AI start-up called xAI in 2023 and merged it with X, formerly Twitter, earlier this year.
The billionaire's alliance with
US President Donald Trump
and actions as head of the so-called Department of Government Efficiency have become a liability for Tesla. EV sales have plunged in the US and Europe, and slowed in China amid fierce domestic competition and Trump's trade war.
To pacify restless investors after a stock market slide since mid-December, last month he pledged to devote 'far more of my time to Tesla'. He has since been seen more often at Tesla's HQ in Austin, Texas, according to people familiar with the matter. The company denied a report earlier this month that it was seeking to replace him as chief executive.
Tesla shares have rallied since, but are still down 32 per cent from their December peak.
Any new package for Mr Musk would be subject to Texas rules because Tesla moved its incorporation last year in protest at Delaware's decision. The special committee has hired a new law firm that specialises in Texan law, McDermott Will & Emery, the people said. It previously used Sidley Austin in Delaware.
Tesla's board faces a dilemma over how to deliver more shares to its chief executive if his 2018 package is not restored on appeal, the Financial Times has previously reported.
Reissuing the options would trigger a $50bn-plus accounting charge for Tesla and a punitive 57 per cent tax rate for Mr Musk, since the options would be awarded 'in the money', with the financial targets already exceeded.
The board itself has also attracted controversy over the amount its members have earned and their close ties to Mr Musk. In January, several directors agreed to return more than $900mn in cash and stock to settle a lawsuit that had argued their pay was excessive.
Denholm has sold $538 million in Tesla stock since she joined the board in 2014, including $198 million in the past six months, according to data provider Insider Score.
Ms Wilson-Thompson was the sole member of the previous pay committee because all the other directors had either formulated the original package, or had to recuse themselves for being too personally close to Tesla's chief executive. - Copyright The Financial Times Limited 2025
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Irish Times
9 hours ago
- Irish Times
Will I pay tax in Ireland if a US relative leaves me something in their will?
I am a naturalised US citizen, born and raised in Ireland, and living in the USA. I will be bequeathing 50 per cent of my estate to my sister (with the goal of her passing it on to her children). If she predeceases me, it will go directly to her children per stirpes. My estate would be probated in the USA (Texas specifically). What are the tax implications for my sister inheriting funds from a relative in the US? Would it be better to divide the bequest between her and her two children (1/3 each) to reduce the tax liability? Or would it be best to bequeath it directly to them in first place? I had neglected to even consider tax consequences until reading your column recently. READ MORE Mr DM The position on inheritance and taxation is very different in the US and in Ireland. While most states in the US, including Texas, have no inheritance tax , Ireland does. It apples if the person either giving the inheritance or receiving it is tax resident or ordinarily resident for tax here. Not that it matters here, but it also applies if the property subject to the inheritance that is situated in Ireland – even if neither the dead person or the beneficiary is resident here. In general with cross-border inheritances, there are taxation agreements between Ireland and those other countries that ensure you do not pay tax twice on the same inheritance. If the inheritance tax levied in another country is lower than the liability here, an Irish beneficiary would pay only the difference between that and the Irish liability where these double taxation agreements apply. Where the inheritance tax bill abroad is higher than it would be here, no tax is levied here but neither do you get any refund for the amount paid in the other country that is higher than your bill would have been in Ireland. With Texas, this is moot as you have no inheritance tax there. Apparently only five US states do have inheritance tax levied on beneficiaries. The US does also have a separate estate tax which is levied on estates of dead people which exceed a financial threshold. Again, Texas does not have an estate tax. There is a US federal estate tax which, if you were to die this year, would kick in if the estate you leave behind is worth more than $13.99 million (€11.9 million). That is adjusted every year: the 2025 figure is roughly $400,000 up on 2024. So that's the very cursory general picture on cross-border inheritance. What about the position of your sister and her children if and when they inherit from you. In Ireland, the amount you can inherit depends on your relationship with the dead person. The highest threshold – €400,000, or around $470,000 – is reserved almost solely for children inheriting from their parents. The thresholds fall sharply from there. Category B, which covers inheritances received from siblings, grandparents and aunts and uncles by blood – the relevant threshold for your sister and her children – is just €40,000. That figure is halved again for more remote relatives, in-laws and friends. And those thresholds are 'lifelong' – or at least they date back to any inheritance received from people in each category since December 5th, 1991. Gifts in excess of €3,000 are covered by the same regime and thresholds. So, assuming your sister and her children have never received a large gift or an inheritance from a sibling, a grandparent or some other aunt or uncle, they can take €40,000 tax free from you if you die this year. On anything over that amount, they will pay tax at 33 per cent. I say this year because, as with US federal estate tax, the threshold can rise and fall in Ireland from year-to-year although it is no longer linked to inflation or any other measure. Would it make more sense to give it all to your sister with the intention that it be evenly distributed to her children on her own death or allocate it directly to your sister and her children individually? Helpfully, that depends. Upfront, it is fairly straightforward. I've no idea of how much money is involved here nor how many children your sister has. Let's assume she has three children and the amount involved translates as €600,000. If that is left entirely to your sister, she will take €40,000 tax free assuming she has not taken an inheritance or large gift from anyone in Category B, as mentioned above. That would leave €560,000 subject to tax at 33 per cent – a tax bill of €184,800. After tax, she would have a net inheritance of €415,200 (560,000 – 184,800 + 40,000). If the money was instead split evenly and given directly in equal parts to your sister and her children, they would each get €150,000. On the same presumption as above, they take €40,000 tax free and pay €36,300 in tax on the balance of €110,000. After tax, each would have €113,700. Between the four of them, that comes to €454,800 – or close to €40,000 more than if the money was all given initially to your sister. Much depends on the amounts we are talking about here. If this portion of your estate comes to less than €40,000 per person, it would certainly make more sense to give it directly to your sister's children as it would not exceed each person's tax free threshold. If, using our example the €160,000 went instead initially to your sister, she would pay tax on three-quarters of it before anything can eventually be passed on to her children. And of course, if it did all go to your sister, several new factors come into play. While it is your goal that the money goes ultimately to your sister's children, if you leave it to her it will be entirely at her discretion whether that happens and, if it does, whether it is divided equally or whether every child is included in any division. Also, depending on what else she is leaving to her children, that money may be taxed again if it brings each niece or nephew's inheritance from their mother above the €400,000 – or whatever the threshold in place will be at that time. Assuming the plan is for the children to benefit ultimately, one way to avoid or reduce any future tax bill would be her to avail of the small gift exemption which would allow her to pass on €3,000 each year to each child from your inheritance that she is managing on their behalf. That would clearly reduce any amount that might be subject to tax later on. That is also an option for your right now if the amount you intend to leave amounts to more than €40,000 per person. The small gift exemption applies to the beneficiary not the donor so there is nothing to stop you gifting the equivalent €3,000 each year to each of your sister's children from the US, reducing any eventual tax bill on a future inheritance. You'll need to manage exchange rates if you do that as anything above €3,000 in any year comes off their inheritance tax free threshold. As a general rule, the best way to reduce tax on inheritance in Ireland is to spread it widely. The more recipients, the lower any ultimate tax bill. But of course, in this case, that is limited by the size of the family whom you wish to benefit. Please send your queries to Dominic Coyle, Q&A, The Irish Times, 24-28 Tara Street, Dublin 2, or by email to , with a contact phone number. This column is a reader service and is not intended to replace professional advice
Irish Times
a day ago
- Irish Times
A lesson from The Godfather as Wall Street backs crypto assets it once dismissed as a ‘fraud'
One of the joys of writing a weekly column is the unusual tributaries explored, often sparked by real-world events. Today I've been watching old clips of The Godfather, in particular Marlon Brando's extraordinary performance as Don Vito, head of the Corleone family. In one of the film's subplots, Vito shuns the narcotics trade, preferring the steady vice of gambling. From a moral position, he rejects family involvement in the more lucrative but dirtier business of drug dealing. Despite the old man's misgivings, eventually his sons get the family into drugs because that is where they'll find new and apparently easy money. Easy money has always been a powerful financial aphrodisiac. Scenes from The Godfather come to mind as we see yet another member of the Wall Street establishment embrace what they had previously shunned: cryptocurrency . 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Now they are on a collision course with one of the few, previously immutable signs of American power, the dollar and its custodians. Once more, the lure of quick and easy money is proving too much. READ MORE Cryptocurrencies and the future of money are fascinating topics. A useful way to look at crypto's growth is not as some new form of money, but as a well-financed lobby group. If there is easy money to be made, the quickest way to do this is attack regulators, and ultimately enlist them, while spreading the new gospel. In the beginning, crypto was the ultimate anti-Wall Street phenomenon. Crypto capitalised on an era – after the 2008 crash – when public trust in democratic institutions and markets reached a new low. The promise of crypto was a new democratic, egalitarian and honest form of money, and its manifesto involved a kind of revolutionary appeal – smashing the establishment's hold on finance and opening up the world of money beyond Wall Street. At least, that was the spin. 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Early adopters were part of a doomsday cult, believing regimes were about to collapse under hyperinflation that would devalue all major currencies. Bitcoin would then emerge as the great saviour. These Armageddonist tendencies mean Bitcoin's more extreme promoters tended to cheerlead political forces that might undermine the West. Finding them on social media applauding regimes such as Putin's Russia is not a surprise. Don't get me wrong – I am not offering financial advice. People can do what they want with their money. My point is that Bitcoin is not money in any definition I understand. Bitcoin is more a financial lobby group than a new form of money. Like most lobby groups, the game is to force its agenda on the authorities to enhance the interests of owners who stand to benefit most. Alarm bells should ring when very rich people – in this case, early adopters who bought Bitcoin for pennies and have therefore become astronomically wealthy – lobby the state to legitimise something intended to be illegitimate, and seek to enlist and enrich Wall Street in the process. [ Bitcoin's real value is based on the greater fool theory Opens in new window ] Never in their wildest dream could crypto promoters have imagined the US president and his sons would become the biggest promoters of a token that sought to undermine the dollar. But that is where we are. In recent months the Trump family has increased its wealthdue to the surge in crypto valuations. The lobby group is running policy. Remember most crypto is nothing more than a private printing press for the TikTok age. Bitcoin is different as it has a fixed quantity issued, but it is still nothing more than a digital token – a financial Pokémon card – backed by nothing except hype. Where the president goes, Wall Street follows: profits drive everything and we get to a point where major investment banks, funds and finance houses are getting behind digital tokens which they once, rightly, dismissed as a fraud. The history of money tells us such episodes rarely end well. See The Godfather. Life imitates art, imitating life. In Trump's America, what is fact and what is fiction have blurred before our very eyes.
Irish Times
2 days ago
- Irish Times
OPW to end contracts with Elon Musk's Starlink once Irish alternative is available
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