New York City comptroller objects to Elon Musk's $47 billion pay plan, urges board to negotiate with him

New York City Comptroller Brad Lander has a message for Tesla’s board and CEO Elon Musk: Tesla is a public company, so it should stop behaving like a family business with Musk at the helm. Lander, who oversees five public pension funds with $242 billion in assets under management, is on the call. “I don’t think a CEO of a truly independent board would be someone who is also the CEO of two other large companies,” Lander said. “Every other large public company with a truly independent board — and many of those boards are not that independent — wants their CEO to be the full-time CEO of the company.” Lander and a coalition of seven other investors are urging Tesla shareholders to vote down Musk’s $47 billion stock option package at the June 13 shareholder meeting (his compensation package was initially valued at $55.8 billion but fluctuates with the company’s stock performance). The investors filed a notice this week outlining a range of concerns about corporate governance and what Lander called Musk’s “astronomical” compensation. One reason is that Musk is not working full-time at Tesla, Lander said, adding that Musk's attention is undoubtedly divided by his other companies, including SpaceX, The Boring Company, xAI, X and Neuralink. In Lander's view, Tesla's approach could have an impact on other companies and founders who would rather closely control their companies while accessing the capital markets. "This is not shareholder governance as envisioned by shareholder capitalism," he said. He added that Americans have been lucky to have prosperous capital markets for generations, thanks to a model of independent governance in which shareholders can invest and trust that board members will serve as their independent representatives on the company's management team. But he warned that this is not the case with Tesla: "It is rare to see independent shareholder governance so ostentatiously flaunted like this." Lander said that although he and other investors have not lobbied to replace Musk, Tesla's CEO "absolutely" can be replaced. However, he would prefer that the board negotiate a "suitable compensation package" with Musk and that Musk can provide Tesla with the attention and focus that the job requires. (Fortune)