Tesla’s Master Plan 4 Criticized as Musk’s $1 Trillion Pay Faces Key Vote

Tesla’s Master Plan 4: Vague Promises Amidst Musk’s $1 Trillion Pay Vote

In August 2025, Tesla unveiled its fourth Master Plan, a document outlining the company’s vision for achieving sustainable abundance through future products. However, the plan’s lack of concrete details has drawn criticism from investors and industry observers. Despite this, Tesla is leveraging the plan as a central argument to persuade shareholders to approve CEO Elon Musk’s unprecedented $1 trillion compensation package at the upcoming annual meeting on November 6.

The Unveiling of Master Plan 4

Tesla’s previous Master Plans have set ambitious goals, such as developing affordable electric vehicles and advancing autonomous driving technology. The fourth installment, however, is notably vague, lacking specific targets or timelines. This ambiguity has led to skepticism among stakeholders who are accustomed to more detailed roadmaps from the company.

Shareholder Vote on Musk’s Compensation

The forthcoming shareholder meeting will address Musk’s proposed compensation package, which could be the largest in corporate history. The package is performance-based, contingent upon Tesla achieving significant milestones, including reaching a market capitalization of $8.5 trillion—nearly eight times its current valuation. If approved, Musk’s stake in the company would increase substantially, granting him greater influence over Tesla’s direction.

Investor Reactions and Concerns

The proposal has elicited mixed reactions from investors. Norway’s sovereign wealth fund, one of Tesla’s largest shareholders with a 1.16% stake, has announced plans to vote against the package. The fund cited concerns over the award’s size, potential shareholder dilution, and the risk associated with Musk’s central role in the company. Similarly, New Mexico’s State Investment Council has directed its proxy to oppose the compensation plan, questioning the performance targets and the board’s independence.

Conversely, some investors, like Baron Capital Management, support the package, emphasizing Musk’s critical role in Tesla’s success and innovation across various sectors. The firm argues that Musk’s leadership is vital for Tesla’s future growth and technological advancements.

Proxy Advisers and Institutional Stances

Leading proxy advisory firms, including Glass Lewis and Institutional Shareholder Services (ISS), have recommended that shareholders vote against the compensation package. They express concerns about potential shareholder dilution and the structural terms of the proposal, which could award Musk substantial sums even without meeting all performance benchmarks.

Major institutional investors such as BlackRock, Vanguard, and State Street have yet to disclose their voting intentions, adding uncertainty to the outcome of the vote.

Potential Implications for Tesla’s Leadership

Tesla’s board has warned that Musk might consider leaving the company if the compensation package is not approved. Chair Robyn Denholm emphasized Musk’s pivotal role, especially as Tesla focuses on advancements in artificial intelligence and autonomous technology. The board argues that aligning Musk’s incentives with shareholders’ long-term interests is crucial for the company’s success.

In light of this, Tesla is reportedly considering internal candidates for the CEO position should Musk decide to step down. However, the company’s leadership depth has diminished due to several high-level departures in recent years, leaving limited options for succession.

Broader Context and Future Outlook

The debate over Musk’s compensation package occurs amid growing scrutiny of executive pay and corporate governance practices. Critics argue that such an enormous package consolidates Musk’s power and is not sufficiently performance-based. They also point to past controversies, such as the reapproved but legally challenged $56 billion plan from 2018.

As the shareholder vote approaches, the outcome remains uncertain. The decision will not only impact Musk’s personal compensation but also influence Tesla’s strategic direction and governance structure in the years to come.