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Tesla Prevails Over Most Activist Shareholder Proposals



Tesla beat back most proposals by activist investors that sought to pressure the company and its chief executive, Elon Musk, to change the way they treat workers and disclose more about how they lobby government officials.

Only one shareholder proposal prevailed, according to preliminary results announced by the company. It will allow large shareholders to nominate alternate members of the board of directors, a common practice among large corporations. Tesla has often faced criticism that its board lacks diversity and people willing to stand up to Mr. Musk.

Proposals required a two-thirds majority to be adopted. The company did not announce vote tallies Thursday at the company’s factory in Austin, Texas, saying it will provide results in the coming days.

Tesla is widely credited with pioneering the market for electric cars and putting the auto industry on a path to greatly reduce its greenhouse gas emissions. But the company has been accused of racial discrimination at its California factory and of union busting, and it has been criticized for having a board stacked with people who are close to Mr. Musk. In May, Standard & Poor’s removed Tesla from the S&P 500 ESG Index, a listing of companies that meet certain environmental, social and governance standards.

“No one doubts the seismic historic achievements that Tesla and Musk have made,” Daniel Ives, an analyst at Wedbush Securities, said before the meeting started. But he said investors were concerned about Mr. Musk’s aborted bid for Twitter, growing competition in the electric vehicle market and production problems at Tesla.

“Musk has had a magic carpet ride, but you’re starting to see some frustration among investors,” Mr. Ives said.

In recent years, activist shareholders have been trying harder to change the behavior of Tesla and other companies, in some cases with support from big investors like BlackRock and Vanguard. But that movement has led to a backlash by conservative lawmakers and some corporate executives. In May, Mr. Musk called E.S.G. “an outrageous scam.”

Last year, Tesla faced five proposals from activist investors, all of which lost.

Tesla management opposed all eight resolutions presented on Thursday. A proposal by the board for a three-to-one stock split won support from shareholders, and will make Tesla shares, which currently trade at more than $900, easier for individuals and employees to buy.

The shareholder resolutions included a measure that asked Tesla to disclose more information about whether its government lobbying aligns with efforts to limit climate change. “Tesla is a notable laggard when it comes to environmental, social, and governance-related disclosure,” said the resolution, which was submitted by the Nathan Cummings Foundation and the Green Century Equity Fund.

The New York State Common Retirement Fund, which manages the pension plan for state employees, filed a resolution asking management to file an annual report on its efforts to prevent racial discrimination and sexual harassment. The California Department of Fair Employment and Housing sued Tesla in February after receiving what it said were hundreds of complaints from employees who said they were subject to racial slurs, assigned physically arduous work and denied transfers and promotions.

In a response to the resolution, Tesla said it did “not tolerate discrimination, harassment, retaliation or any mistreatment of employees in the workplace or work-related situations.”

Mr. Musk did not directly address the shareholder criticism when he spoke after the official part of the meeting had ended. Instead, he announced that Tesla had recently produced its three millionth vehicle and had become solidly profitable. Just 10 years ago, he said, Tesla produced only a few thousand cars and was given little chance of survival.

“I think it’s going to go up from here,” he said.

Tesla maintains that its mission is “to accelerate the world’s transition to sustainable energy.” But shareholders have become increasingly critical of other aspects of the company’s and Mr. Musk’s behavior.

Several shareholder proposals were endorsed by Institutional Shareholder Services, which advises large investors on how to vote at annual meetings. That included the proposal allowing shareholders to nominate alternate candidates to the board.

Tesla has often faced criticism that its board, whose members include Kimbal Musk, Elon Musk’s brother, has been unable to restrain the chief executive from doing or saying things that damage the automaker.

In a response, Tesla said that it had added more independent directors in recent years and that allowing shareholders to nominate members “could be exploited by corporate raiders.”

Shareholder proposals have received significant support in the past. Last year, 46 percent of shareholders voted in favor of a proposal challenging a Tesla policy that requires employees to resolve complaints of discrimination and sexual harassment before an arbitrator rather than in court. The resolution was filed by Nia Impact Capital in Oakland, Calif.

The New York chapter of the Sisters of the Good Shepherd filed a resolution this year asking Tesla to do more to ensure it is not using cobalt mined by children in the Democratic Republic of Congo.

Kristin Hull, the chief executive of Nia Impact Capital, said activist investment firms like hers were taking the lead in confronting Tesla management while big institutional shareholders, with far more clout, had stayed in the background.

“It’s the smaller asset managers and women-led asset managers and the nuns that are leading this,” Dr. Hull said. The big shareholders, she said, “just have to pick up the phone.”

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ElonJet is (sort of) back on Twitter



The college student who ran the now-banned @ElonJet Twitter account that used public information to track Elon Musk’s private jet has resumed his activities on Twitter under a new username. As noted by Insider, Jack Sweeney, 20, has created a new account called @ElonJetNextDay — which now tracks Musk’s private jet with a 24-hour delay to circumvent Twitter policy restrictions.

Sweeney’s original ElonJet account was suspended from the platform last week following accusations from Musk that it violated Twitter rules by revealing his live location. Twitter updated its policy to forbid publishing a person’s real-time location on the same day it suspended ElonJet. Sweeney said in an interview with Insider that he will be “posting manually” for now while he works on the framework to fully automate the account.

Musk tweeted on December 15th that “Posting locations someone traveled to on a slightly delayed basis isn’t a safety problem, so is ok.” Twitter also explicitly states that “sharing publicly available location information after a reasonable time has elapsed, so that the individual is no longer at risk for physical harm” is not a violation of platform rules. Elsewhere in the policy, it notes that its definition of “live” location data means someone’s real-time or same-day whereabouts.

Most commercial and private aircraft are equipped with Automatic Dependent Surveillance-Broadcast technology (ADS-B) that transmits a unique code (tied to the airplane’s tail number) containing information such as altitude and GPS location. This information is publicly available and aircraft flying in the USA and Europe are required to broadcast it in order to prevent midair collisions.

In a statement back in November, Musk said he would not ban the original ElonJet account as part of his “commitment to free speech” despite claiming it was a “direct personal safety risk.” The automated ElonJet account posted publicly available information regarding the location of Musk’s 2015 Gulfstream G650ER, and had amassed over 540,000 followers before it was permanently banned on December 14th. Musk previously offered Sweeney $5,000 to have the account taken down.

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She Worked for Twitter. Then She Tweeted at Elon Musk.



Early in November, Twitter’s roughly 7,500 employees received a terse email from a generic address: “In an effort to place Twitter on a healthy path, we will go through the difficult process of reducing our global work force.” The note was signed “Twitter.” On Nov. 3, some people at the company received emails indicating they would be laid off the next day.

That night, Ms. Solomon, her husband and a few colleagues headed to Dots Cafe Portland, a lounge on Clinton Street. Phones were on the table, face up, she said. As the work friends talked, they tapped away at their phones, taking part in chats on the Signal app with colleagues in London, Seattle and San Francisco. Messages like “I got hit” were flying across screens, Ms. Solomon recalled. “You were seeing your co-workers drop like flies,” she said.

By the next afternoon her team of about 10 engineers was reduced to four. Ms. Solomon and her husband had survived the round of layoffs. The next week, she recalled, she awaited further direction from Mr. Musk or the new executive team. Nothing came, she said, except for an email alerting employees that remote work would no longer be permitted, with few exceptions.

Many employees learned of Mr. Musk’s priorities by watching his Twitter feed, where he posted frequently about company business to his more than 100 million followers. On Nov. 5, he complained about the platform’s search function: “Search within Twitter reminds me of Infoseek in ’98! That will also get a lot better pronto,” he wrote. That same day, he tweeted: “Twitter will soon add ability to attach long-form text to tweets, ending absurdity of notepad screenshots.”

That was more than Ms. Solomon and many of her colleagues had heard internally. “Radio silence,” she said. She began to vent her frustration on Twitter.

One of her first tweets in this vein came on Nov. 6, shortly after Mr. Musk announced a new rule for Twitter users in a tweet: “Any name change at all will cause temporary loss of verified checkmark,” he wrote. He had posted that message after many people on Twitter had changed their names to variations on Mr. Musk’s name, most of them mocking.

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The new iOS 16.2 Home app architecture upgrade has disappeared



Apple has removed the option to upgrade to the new HomeKit architecture on devices running iOS 16.2. The change follows multiple reports of issues and problems with the Home app after the upgrade was installed.

Apple spokesperson Emily Ewing confirmed the change in a statement provided to The Verge:

“We are aware of an issue that may impact the ability for users to share the Home within the Home app. A fix will be available soon. In the meantime, we’ve temporarily removed the option to upgrade to the new Home architecture. Users who have already upgraded will not be impacted.“

The new Home app architecture was one of the key features of iOS 16.2, with Apple claiming that the upgrade would be “more reliable and efficient.” MacRumors first discovered this week that the Home app in iOS 16.2 no longer offers the option to upgrade to the new architecture within the Home app settings. Several reporters at The Verge have also confirmed that the upgrade option is unavailable on their devices.

The new architecture was first introduced in the iOS 16.2 beta back in October as an optional upgrade before the iOS 16.2 public release on December 13th. Both the beta and public release required Apple devices logged into iCloud to be running the latest versions of iOS, macOS, and tvOS. The upgrade does not happen automatically when iOS 16.2 is installed on a phone, instead requiring a manual process through the Home app.

The update has caused issues with missing devices and adding multiple users for some

Reddit users who downloaded the optional upgrade prior to its removal have reported issues such as the app booting other members from a Home account and being unable to re-add them. Users on the MacRumors forum have reported being unable to invite users to share the Home, HomeKit‌ devices being stuck displaying an “updating” status, and some accessories vanishing from the Home app entirely. Users who have already upgraded are unable to revert to the previous version of the app.

Update, December 23rd, 2022, 2:15PM ET: Added confirmation and statement from Apple spokesperson. Added links to Apple’s updated support pages.

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