Board chairman says EV maker risks losing CEO

tesla Board Chairman Robin Denholm asked shareholders in a letter Monday to vote on CEO Elon Musk’s nearly $1 trillion pay package ahead of the company’s annual meeting.

Denholm said Musk is key to the EV maker’s future as the company moves beyond being “just a car company” and focuses on fully autonomous driving and Optimus.

“Without Elon, Tesla could lose significant value because it may no longer be seen as what we aspire to be,” Denholm wrote.

Several groups have publicly opposed the pay package in recent days, with proxy advisor Institutional Shareholder Services recommending against it.

Last week, a group of labor unions and corporate watchdog groups launched Take Back Tesla, a website opposing the pay package, saying Musk has embraced right-wing political movements and amplified conspiracy theories that have damaged the brand.

Tesla’s annual meeting is Nov. 6, and shareholder voting on Musk’s compensation and other proposals will end at 11:59 p.m. ET on Nov. 5.

Tesla’s third-quarter results announced last week fell short of profit expectations, but the company posted a 12% increase in sales after two consecutive quarters of declines.

Musk’s proposed plan, outlined by the company’s board in September, calls for 12 transfers of stock to Musk if Tesla reaches certain milestones.

It would also give Musk expanded voting rights in the company, something he has publicly called for over the past year and mentioned again during Tesla’s earnings call last week, citing the growth of the Optimus robot.

“If I create this robot army, will I at least have a lot of influence over it?” Musk said. “I don’t feel comfortable creating an army of robots, at least without strong influence.”

A full acquisition would give Musk more than 423 million shares, adding to the roughly 13% he already owns in the EV maker.

“If we are unable to foster an environment that motivates Mr. Elon to achieve great results through a fair pay-for-performance plan, we risk Mr. Elon relinquishing his leadership position and Tesla could lose his time, talent, and vision that were essential to delivering exceptional shareholder returns,” Denholm wrote.