Tesla urges shareholders to vote against proxy advisors

TL;DR

Tesla's telling shareholders to ignore proxy advisors and vote their way. Big fight brewing.

AI Summary

Tesla, Inc. filed a DEFA14A on October 21, 2025, regarding its proxy statement. The filing includes a statement from Tesla on October 20, 2025, urging shareholders to "take back your vote from proxy advisors" and vote in the company's best interests.

Why It Matters

This filing indicates Tesla is actively campaigning against the recommendations of proxy advisory firms, suggesting potential disagreements on corporate governance or shareholder proposals.

Risk Assessment

Risk Level: medium — The filing suggests potential conflict between Tesla's management and proxy advisory firms, which could impact shareholder voting outcomes and corporate governance.

Key Players & Entities

• Tesla, Inc. (company) — Registrant
• October 20, 2025 (date) — Date of Tesla's article on X
• October 21, 2025 (date) — Filing date of DEFA14A

FAQ

From the Filing

0001104659-25-101278.txt : 20251021 0001104659-25-101278.hdr.sgml : 20251021 20251021165147 ACCESSION NUMBER: 0001104659-25-101278 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 18 FILED AS OF DATE: 20251021 DATE AS OF CHANGE: 20251021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Tesla, Inc. CENTRAL INDEX KEY: 0001318605 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] ORGANIZATION NAME: 04 Manufacturing EIN: 912197729 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-34756 FILM NUMBER: 251407694 BUSINESS ADDRESS: STREET 1: 1 TESLA ROAD CITY: AUSTIN STATE: TX ZIP: 78725 BUSINESS PHONE: 512-516-8177 MAIL ADDRESS: STREET 1: 1 TESLA ROAD CITY: AUSTIN STATE: TX ZIP: 78725 FORMER COMPANY: FORMER CONFORMED NAME: TESLA MOTORS INC DATE OF NAME CHANGE: 20050222 DEFA14A 1 tm252289d39_defa14a.htm DEFA14A 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 x 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 x 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): x 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 20, 2025, Tesla, Inc. (“Tesla”) posted an article on X titled, “Take back your vote from proxy advisors: vote in the interests of Tesla shareholders,” a copy of which is attached hereto as Exhibit 1 . Also on October 20, 2025, Elon Musk posted on X, copies of which are attached hereto as Exhibit 2 . On October 21, 2025, Tesla posted a letter from Robyn Denholm, Chair of the Board of Directors of Tesla, on X, a copy of which is attached hereto as Exhibit 3 . Also on October 21, 2025, a message, which included a letter to shareholders, was sent to Tesla shareholders, copies of which are attached hereto as Exhibit 4 and Exhibit 5 , respectively. In addition, on October 21, 2025, Tesla updated its website, www.VoteTesla.com. A copy of the updated material is attached hereto as Exhibit 6 . 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,