Not independent
Tenure on this board
22.6 yrs
Also a director at
Space Exploration Technologies Corp (SPCX)
Meeting calendar
TSLA · Annual meeting · Thursday, December 3, 2026
Tesla Inc
3 nominees · 3 ballot items.
Tesla shareholders will vote on the election of three Class I directors, an advisory approval of 2025 executive compensation, and ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal 2026.
Market cap
$1.5T
1Y TSR
-16.0%
Board grade
B-
Record date
Oct 13, 2026
Filing
DEF 14A
Filed Oct 19, 2026 · DEF 14A
Proposals
On the ballot3
- 1
Election of Three Class I Directors
ManagementBoard: FORElect Elon Musk, Robyn Denholm, and JB Straubel as Class I directors, each to serve a three-year term or until a successor is elected and qualified.
- 2
Non-Binding Advisory Vote Approving 2025 Executive Compensation
ManagementBoard: FORApprove, on a non-binding advisory basis, the compensation of Tesla’s named executive officers for fiscal year 2025 as disclosed in the proxy statement.
More detail
The proposal asks shareholders to approve Tesla’s 2025 compensation for its named executive officers on a non-binding advisory basis. It is the company’s annual say-on-pay vote under Section 14A of the Exchange Act. The vote covers the overall compensation program and philosophy rather than any individual pay element or executive. Tesla emphasizes performance-based incentives, with equity awards representing a substantial portion of executive compensation. For non-CEO executives, equity awards have primarily consisted of stock options whose value depends on appreciation in Tesla’s stock price. Elon Musk’s 2025 compensation was dominated by the accounting value of the 2025 CEO Performance Award and the interim award, although the interim award was later forfeited and none of the performance-award tranches had become earned as of the proxy date. The performance award links vesting to market-capitalization milestones and operational goals involving vehicles, FSD subscriptions, bots, Robotaxis, and Adjusted EBITDA, while also imposing service and holding requirements. Tesla had no cash bonus program for its NEOs and generally provides limited perquisites, while maintaining at-will employment and limited severance protections. The Board states that the 2025 program aligns executive interests with long-term shareholder value and recommends a vote FOR, while acknowledging that the advisory result is not binding but will inform future compensation decisions.
- 3
Ratification of Appointment of PricewaterhouseCoopers LLP
ManagementBoard: FORRatify the Audit Committee’s appointment of PricewaterhouseCoopers LLP as Tesla’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
Director elections
Nominees on the ballot3
Independent
Tenure on this board
12.2 yrs
Independent
Tenure on this board
3.4 yrs
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 4.7% | 184,023,551 | $77.4B |
| 2 | STATE STREET CORP | 3.0% | 117,456,756 | $49.4B |
| 3 | BlackRock, Inc. | 2.0% | 79,288,662 | $33.3B |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 1.5% | 59,923,338 | $25.1B |
| 5 | BlackRock, Inc. | 1.5% | 58,762,952 | $24.7B |
| 6 | Invesco Ltd. | 1.3% | 50,497,725 | $21.2B |
| 7 | VANGUARD PORTFOLIO MANAGEMENT LLC | 1.3% | 49,550,535 | $20.8B |
| 8 | Capital World Investors | 1.2% | 45,735,669 | $19.2B |
| 9 | NORGES BANK | 1.0% | 38,812,422 | $16.3B |
| 10 | JPMORGAN CHASE & CO | 0.7% | 28,457,705 | $11.7B |
Peers
Nearest market capOther Consumer Cyclical sector meetings6
Upcoming shareholder meetings at Tesla Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Tapestry IncTPR
Annual meeting·Nov 11, 2026·$23.5B
Amcor PLCAMCR
Annual meeting·Nov 11, 2026·$20.3B
Brinker International IncEAT
Annual meeting·Nov 5, 2026·$8.3B
Modine Manufacturing CoMOD
Special meeting·Nov 13, 2026·$7.9B
H&R Block IncHRB
Annual meeting·Nov 10, 2026·$5.8B
Lci IndustriesLCII
Special meeting·Nov 18, 2026·$2.0B
Reference
Frequently asked questions
- When is the Tesla Inc 2026 annual meeting?
- Tesla Inc (TSLA) holds its 2026 annual shareholder meeting on Thursday, December 3, 2026.
- What is the record date for the Tesla Inc 2026 meeting?
- The record date for the Tesla Inc 2026 meeting is Tuesday, October 13, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Tesla Inc's 2026 meeting?
- The board is presenting 3 director nominees at the Tesla Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Tesla Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Tesla Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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