The Delaware Supreme Court ruled to restore Elon Musk’s disputed $56 billion pay package on Friday, reversing another court’s decision that it had been awarded through an unfair process.
The decision comes after a nearly two-year battle over the fate of the then-unprecedented pay deal, following the Delaware Court of Chancery’s ruling that it had been improperly awarded. The earlier ruling said the process had been unduly influenced by Musk and members of the board were not independent. In response, Musk reincorporated some of his companies out of Delaware, including moving Tesla to Texas.
Musk said he had been “Vindicated” by Friday’s ruling, adding in a later X post: “I try not to start fights, but I do finish them.”
The restoration of the pay package bolsters Musk’s position in Tesla, a publicly traded company in which he holds a massive, double-digit percentage stake that drives much of his more than $600 billion fortune.
Earlier this year Tesla shareholders voted to grant Musk an even larger, $1 trillion pay package — contingent on Musk hitting business milestones — that aims to tie him to the company for the next decade.
At the time of the ruling, the 2018 pay deal was unprecedented in scale. The Delaware judge who struck it down had written that it was “the largest potential compensation opportunity ever observed in public markets … 250 times larger than” the median earnings of someone in Musk’s position. It was also “33 times larger than the plan’s closest comparison … Musk’s prior compensation plan.”
The Delaware Supreme Court’s ruling Friday was succinct.
“We reverse the Court of Chancery’s rescission remedy and award $1 in nominal damages.”
The ruling said the Chancery court had erred in its remedy because reversing the package would leave “Musk uncompensated for his time and efforts over a period of six years.” Musk does not draw a traditional salary for his work at Tesla but instead is compensated through periodic pay packages consisting of stock awards.
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