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 * Proposals
   * 2018 CEO Performance Award
   * Bring Tesla Home to Texas
 * Resources
   * Fact Sheets
   * Letters to Stockholders
   * Videos
   * Filings
   * Presentations
 * Third-Party Support
 * FAQ
 * Contacts

How to Vote Explore Tesla
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 * Proposals
   * 2018 CEO Performance Award
   * Bring Tesla Home to Texas
 * Resources
   * Fact Sheets
   * Letters to Stockholders
   * Videos
   * Filings
   * Presentations
 * Third-Party Support
 * FAQ
 * Contacts

How to Vote Explore Tesla


TESLA STOCKHOLDERS, TIME IS RUNNING OUT

In the past six years, Tesla created over $735* billion in value for all of you
while advancing our mission. The future value we are poised to deliver for you
is at risk. We need your vote NOW to protect Tesla and your investment.

Vote FOR Proposals 3 and 4.

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TESLA STOCKHOLDERS, TIME IS RUNNING OUT

In the past six years, Tesla created over $735* billion in value for all of you
while advancing our mission. The future value we are poised to deliver for you
is at risk. We need your vote NOW to protect Tesla and your investment.

Vote FOR Proposals 3 and 4.


VOTE YOUR TESLA SHARES NOW

To Enter a Chance to Win an Exclusive Tour of Gigafactory Texas with Elon Musk
and Franz von Holzhausen

Learn More


YOUR VOTE FOR TESLA IS A VOTE TO PROTECT LONG-TERM VALUE

For the past 6 years, you’ve seen the value of your investment in Tesla grow
tremendously. The present and future value creation that we are posed to deliver
for all of you is at risk. We need your vote.


A CEO PERFORMANCE AWARD 100%
ALIGNED WITH STOCKHOLDER INTERESTS

PROPOSAL FOUR

01

In 2018, stockholders approved a Performance Award that incentivized Elon to
create tremendous value for everyone with a stake in Tesla.

02

In under six years, Elon delivered a total shareholder return of nearly
1,100%.**

03

If Elon failed to achieve unprecedented growth targets for Tesla, he would
receive ZERO compensation. He did not fail.

04

Elon must hold any shares awarded through stock options for five years after the
option is exercised, incentivizing him to continue to drive growth into the
future.

05

The ultra-ambitious plan was simple: if stockholders and the Company benefit, so
does Elon. Stockholders overwhelmingly voted to approve the plan in 2018.

06

Six years later, a Delaware Court ignored this decision and ordered the plan be
cancelled.


YOUR RIGHTS AS STOCKHOLDERS NEED TO BE PROTECTED

This important decision belongs to you, the owners of the Company. We’re asking
you to make your voices heard again and and uphold the outcome of your 2018
vote.

Learn More


BRING TESLA HOME TO TEXAS

PROPOSAL THREE

01

We believe in stockholder rights. In Delaware, your vote was not respected and
may not be in the future.

02

The Texas legal framework is strong and fair, and more appropriate to our
mission.

03

Our global headquarters, largest manufacturing facility and future are in Texas.

04

We have thousands of employees in Travis County, Texas.

05

We respect Texas. Texas respects us. Texas corporate law is developed.

06

We have received a tidal wave of communications from our stockholders asking
Tesla to move from Delaware.


WE BELIEVE IN YOUR RIGHTS AND YOUR VOTE MATTERS

Delaware took away those rights and voided the outcome of your vote. Let your
voice be heard and make our business home our legal home.

Learn More

* Source: FactSet. Based on change in market value from March 21, 2018 to
December 31, 2023.


** As measured from March 2018 through year-end 2023.


THIRD-PARTY SUPPORT

“It is a strange world in which lawyers who sue companies propose to be paid
like superstars, while executives who build them can’t. The Delaware Chancery
Court apparently views lawyers as entrepreneurs and CEOs as mere bureaucrats.
Perhaps this is why Tesla’s board recommended shareholders vote to move the
company to Texas, where respect for individualism is baked into the culture.”

Jonathan Macey and M. Todd Henderson, Yale Law School Professor and University
of Chicago Law School Professor

“As a shareholder I don’t think we should be paying outrageous legal fees [to
plaintiff’s lawyers who bring legal action against the company], but we should
be happy to meet a commitment we signed up for after remarkable corporate
performance leading to huge creation of value for shareholders.”

Tom Slater, Scottish Mortgage Investment Trust Manager

“Elon Musk […] shows what America produces. Elon […] is taking on General Motors
and Ford and Toyota – all these people who’ve got all this stuff. And he’s got
an idea. And he’s winning. That’s America. […] You can’t dream it up. […] It’s
astounding”

Warren Buffett, Chairman and CEO of Berkshire Hathaway

“[W]hen [the 2018 CEO Performance Award] came out, […] the bearishness around
the targets was, was immense. People never thought they could hit these
different targets. The different […] EBITDA goals, […] the different […] goals
[…] around the number of vehicles produced. […] [E]ven I was surprised,
[despite] being very bullish back then, on how fast they hit these targets. I
think you should be compensated that way.”

Ben Kallo, Baird Senior Research Analyst

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