Tesla Files Proxy Statement

TL;DR

Tesla's proxy statement is in, shareholders get the details on upcoming votes.

AI Summary

Tesla, Inc. filed a Definitive Proxy Statement (DEFA14A) on October 23, 2025, detailing its proxy materials. The filing indicates that Tesla is a registrant and has paid no filing fee. The company, formerly known as TESLA MOTORS INC, is incorporated in Texas and headquartered in Austin.

Why It Matters

This filing is a standard regulatory requirement for public companies like Tesla to inform shareholders about important matters, typically including board elections and executive compensation, ahead of shareholder meetings.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEFA14A) and does not contain new material information that would inherently increase risk.

Key Players & Entities

• Tesla, Inc. (company) — Registrant
• TESLA MOTORS INC (company) — Former Company Name
• October 23, 2025 (date) — Filing Date
• Austin, TX (location) — Company Headquarters

FAQ

Filing Documents

• tm252289d41_defa14a.htm (DEFA14A) — 34KB
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• tm252289-41defr3img001.jpg (GRAPHIC) — 38KB
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• 0001104659-25-101876.txt ( ) — 1003KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under §240.14a-12 Tesla, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 On October 23, 2025, Tesla, Inc. (" Tesla ") issued digital advertisements and posted messages via Google Search advertising and updated its website, www.VoteTesla.com, copies of which are attached hereto Exhibit 1 and Exhibit 2 , respectively. Also on October 23, 2025, Elon Musk posted on X, copies of which are attached hereto as Exhibit 3 . In addition, on October 23, 2025, JB Straubel, Tesla co-founder and director and CEO of Redwood Materials, Inc., participated in a conversation with Ed Ludlow on Bloomberg Technology. An excerpt of the transcript is attached hereto as Exhibit 4 . On October 22, 2025, Tesla held an earnings call (the “ Earnings Call ”) announcing its financial results for the quarter ended September 30, 2025. Excerpts from the transcript of the Earnings Call containing information relating to Tesla’s 2025 Annual Meeting of Shareholders (the “ 2025 Annual Meeting ”) are attached hereto as Exhibit 5 . Additional Information and Where to Find It Tesla has filed with the U.S. Securities and Exchange Commission (the " SEC ") a definitive proxy statement on Schedule 14A (the " Definitive Proxy Statement ") and a proxy card with respect to its solicitation of proxies for the 2025 Annual Meeting. The Definitive Proxy Statement contains important information about the matters to be voted on at the 2025 Annual Meeting. SHAREHOLDERS OF TESLA ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT TESLA HAS FILED OR WILL FILE WITH THE SEC BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT TESLA AND THE MATTERS TO BE VOTED ON AT THE 2025 ANNUAL MEETING . Shareholders are able to obtain free copies of these documents, and other documents filed with the SEC by Tesla, through the website maintained by the SEC at www.sec.gov. In addition, shareholders are able to obtain free copies of these documents from Tesla by contacting Tesla's Investor Relations by e-mail at ir@tesla.com, or by going to Tesla's Investor Relations page on its website at ir.tesla.com. Participant Information Tesla, its directors (Elon Musk, Robyn Denholm, Ira Ehrenpreis, Joe Gebbia, Jack Hartung, James Murdoch, Kimbal Musk, JB Straubel and Kathleen Wilson-Thompson), and certain of its executive officers (Vaibhav Taneja and Tom Zhu) are deemed to be "participants" (as defined in Section 14(a) of the Securities Exchange Act of 1934, as amended) in the solicitation of proxies from Tesla's shareholders in connection with the matters to be considered at the 2025 Annual Meeting. Information about the compensation of our named executive officers and our nonemployee directors is set forth in the sections titled "Executive Compensation for Fiscal Year 2024" and "Compensation of Directors" in the Definitive Proxy Statement commencing on pages 130 and 152, respectively, and is available here . Information regarding the participants' holdings of Tesla's securities can be found in the section titled "Ownership of Securities" in the Definitive Proxy Statement commencing on page 160 and is available here . Exhibit 1 Exhibit 2 Exhibit 3 Exhibit 4 [...] Ed Ludlow : JB, you are on Tesla’s Board. You recused yourself from the special committee on comp, I know that. Elon’s argument is he needs voting control of Tesla. Explain that to me as if I were a five-year-old please, the basics of why the Board’s position is that Elon should have voting control. JB Straubel : Well, I can’t say too much more about Tesla matters today, but you know, maybe I would just comment that, you know, the focus is really on, you know, providing shareholder value and that’s really the sort of first and foremost direction that we look at these things from, so I think this proposal really does that and it provides potential incredible upside growth to the existing and future shareholders. [...] Exhibit 5 [...] Travis Axelrod : We urge shareholders to read our definitive proxy statement, which contains important information about the matters to be voted on at

View Full Filing

View this DEFA14A filing on SEC EDGAR