Image: SpaceX
If SpaceX bought Tesla at the companies’ current sizes, Elon Musk would own about 37% of the combined firm but hold about 56% of the votes.
That’s according to a Barclays estimate cited by Reuters on Tuesday, as Wall Street weighs the odds of a Tesla-SpaceX merger.
Barclays said the gap comes from SpaceX shares that carry 10 times the voting rights of a typical share.
Even if Musk hit every milestone in last year’s Tesla pay package, including nearly an eightfold jump in market value, board documents from that campaign put his Tesla voting power at about 29%, the review said. He has not yet hit any of those targets.
SpaceX took the opposite path ahead of its IPO this summer. Voting power on awarded shares arrived immediately while the economic rights stayed tied to goals, lifting Musk to about 85% control of SpaceX without those goals being met, according to Reuters.
Under Tesla’s change-in-control language, a SpaceX acquisition could let Musk earn stock for market-cap goals alone, without a separate operational mark such as 1 million robotaxis.
Tesla’s market value would need to reach about $2 trillion in connection with a deal for the first award, about $20 billion in shares at that valuation, though the plan only pays for growth after September 2025. The company was about $1.6 trillion in the Reuters account.
Charles Elson, founding director of the Weinberg Center for Corporate Governance at the University of Delaware, told Reuters the futuristic milestones are beside the point. “It’s irrelevant,” he said. “This package is a distraction from the real story, which is complete control.”
Compensation experts consulted for the review said a merger would initially deliver only a sliver of the headline $1 trillion Tesla package, and that SpaceX’s board could also rewrite Musk’s SpaceX plan after a deal. No transaction is agreed. Both boards have special committees of independent directors studying a combination, and Barclays recently set a $450 price target on Tesla.
Would a 56% voting stake in a combined company matter more to you than whether Musk ever clears the $1 trillion Tesla pay milestones?
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