Tesla Files Definitive Proxy Statement

TL;DR

Tesla dropped its proxy statement on 10/28/25, shareholders get the latest.

AI Summary

Tesla, Inc. filed a Definitive Proxy Statement (DEFA14A) on October 28, 2025. This filing includes a letter sent to shareholders on the same date. The proxy statement is related to the company's operations and shareholder communications.

Why It Matters

This filing provides shareholders with important information regarding company matters and their voting rights, influencing corporate governance and decision-making.

Risk Assessment

Risk Level: low — This is a routine proxy filing and does not contain new financial information or significant corporate actions that would immediately impact stock price.

Key Players & Entities

• Tesla, Inc. (company) — Registrant
• Robyn (person) — Mentioned in relation to shareholder communication
• October 28, 2025 (date) — Date of filing and shareholder letter

FAQ

Key Financial Figures

• $400 billion — contributed very significantly. To get $400 billion of adjusted EBITDA is a monumental task
• $50 b — . And so, even the first EBITDA goal at $50 billion, is nearly three times our highes
• $1 — lders reject Elon Musk’s proposed $1 trillion pay package and he steps down,
• $56b — reholders voted in favour of a previous $56bn pay deal. That package was originally
• $1.4 — rsquo;s market capitalisation soared to $1.4tn. Asked what the board will do if Tes
• $8.5 — shares if he increases its valuation to $8.5tn, boosts earnings 24-fold and sell mil

Filing Documents

• tm252289d43_defa14a.htm (DEFA14A) — 67KB
• tm252289d43_def4aimg001.jpg (GRAPHIC) — 145KB
• tm252289d43_def4aimg002.jpg (GRAPHIC) — 122KB
• tm252289d43_def4aimg003.jpg (GRAPHIC) — 360KB
• tm252289d43_def4aimg004.jpg (GRAPHIC) — 124KB
• tm252289d43_def4aimg005.jpg (GRAPHIC) — 384KB
• tm252289d43_def4aimg006.jpg (GRAPHIC) — 115KB
• tm252289d43_def4aimg007.jpg (GRAPHIC) — 290KB
• tm252289d43_def4aimg008.jpg (GRAPHIC) — 114KB
• tm252289d43_def4aimg009.jpg (GRAPHIC) — 309KB
• tm252289d43_def4aimg010.jpg (GRAPHIC) — 436KB
• tm252289d43_def4aimg011.jpg (GRAPHIC) — 125KB
• tm252289d43_def4aimg012.jpg (GRAPHIC) — 317KB
• tm252289d43_def4aimg013.jpg (GRAPHIC) — 376KB
• tm252289d43_def4aimg014.jpg (GRAPHIC) — 349KB
• tm252289d43_defa14aimg01.jpg (GRAPHIC) — 44KB
• 0001104659-25-103255.txt ( ) — 5041KB

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 28, 2025, Tesla, Inc. (“ Tesla ”) sent a letter to shareholders, a copy of which is attached hereto as Exhibit 1 . Also on October 28, 2025, Robyn Denholm, Chair of the Board of Directors of Tesla, sent a letter to shareholders, a copy of which is attached hereto as Exhibit 2 . In addition, on October 28, 2025, Ms. Denholm participated in a conversation with Caroline Hyde and Ed Ludlow on Bloomberg Technology. A copy of the transcript is attached hereto as Exhibit 3 . Ms. Denholm also participated in interviews with Bloomberg News and the Financial Times on October 28, 2025, copies of which are attached hereto as Exhibit 4 and Exhibit 5 , respectively. Also on October 28, 2025, Tesla updated its website, www.VoteTesla.com. Copies of the updated materials are attached hereto as Exhibit 6 . Further, on October 27, 2025 and October 28, 2025, Elon Musk, Tesla and Cybertruck posted on X, copies of which are attached hereto as Exhibit 7 . 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 Tesla’s 2025 Annual Meeting of Shareholders (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 non-employee 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 Caroline Hyde: We are pleased to welcome our TV and radio audiences worldwide as we are joined here in New York by Robyn Denholm, Chair of Tesla’s Board of Directors. In New York, meeting with shareholders, key institutional shareholders of Tesla, because there is a pay package that many have been analyzing that will keep, from your perspective, Elon Musk in the driving seat and CEO of Tesla. Who are you meeting with, and what thus far has the response been to this pay package that could see Elon paid as much as a trillion dollars, Robyn? Robyn Denholm: Well, thank you for having me today. Yes, as part of our annual shareholder meeting, I meet with the top investors in Tesla on the institutional side, and obviously also talk to retail investors through f

View Full Filing

View this DEFA14A filing on SEC EDGAR