Tesla on Friday unveiled a massive $1 trillion compensation plan for CEO Elon Musk, tied to the company’s growth and leadership milestones.
The pay out will only be given on the condition that he grows the EV company’s market capitalization from about $1.1 trillion to $8.5 trillion, along with fulfilling several operational targets. It will be released in stages and the last two tranches would hinge on the Tesla board putting in place a formal succession plan for the CEO role.
The plan is structured around a series of stock grants tied to specific milestone over 10-year period, according to a Reuters news report.
Stock-based compensation:
The proposal includes a grant of up to 423.7 million performance-based restricted shares to Musk, representing about 12% of Tesla’s current shares.
This grant will be split into 12 equal tranches, each with specific performance requirements.
Financial and business milestones
The plan sets 12 market-capitalization targets, with the first at $2 trillion, followed by nine increases of $500 billion each, and finally two $1 trillion milestones, bringing the total to $8.5 trillion, the news report said.
These targets must be “sustained,” over both a 30-day and a six-month trailing average market value, Reuters report said.
The proposal also includes 12 operational milestones, such as rolling out robotaxis and robots, and raising profits as measured by adjusted EBITDA, or earnings before interest, taxes, depreciation and amortization.
Product specific goals
The plan sets four distinct and ambitious product goals. These include:
Vehicle deliveries: 20 million total Tesla vehicles delivered.Full self-driving (FSD) subscription: 10 million paid FSD subscriptions on average over three consecutive months, where free trials will not be counted.Delivery of robots: 1 million “Bots” (AI robots like Optimus) delivered, which will be counted from the September 3, 2025 grant date.Robotaxis: 1 million driverless robotaxis in commercial service on average over three successive months.Earning stock tranche vs receiving
Once a tranche is earned by meeting the associated goals, Musk is granted the ability to vote the awarded shares. The shares vest — meaning they are completely in his control and could be sold, either 7.5 or 10 years after September 3, 2025, when the award program starts. These rules must be followed to receive the awarded shares:
The shares earned in the first five years vest at 7.5 years of the program, whereas those earned in the second five years vest at the 10th year.Musk must remain Tesla’s CEO or be in another approved executive role at the time of vesting to receive the shares.Forfeiture conditions
Tesla’s plan proposes that if any goals are not met by the end of the 10-year program, the associated awards will be forfeited.
If Musk stops serving in an approved role, all unvested shares are also forfeited, except in certain cases like qualifying terminations or a change in control, Reuters reported.