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by antasvara 42 days ago
>What would it mean if SpaceX buys Tesla though? Does the combined market cap count? That would be wrong.

I took a look at the proxy statement as they have it outlined in this [0] document (Proposal 4). As currently formulated, Musk has 12 operational goals (like ship 1 million robots or hit 50 billion EBITDA) and 12 market cap goals. These need to be paired together for the shares to vest; so, if he reaches the first market cap number, he also needs to fulfill an operating goal for the first set of shares to be earned. These earned shares vest in ~5 years.

This comes with a huge caveat. If Tesla changes control, those operational goals go out the window and his stock award is based solely on market cap (along with the shares immediately vesting). The share price for this is the greater of:

1. The last traded Tesla price prior to the acquisition, or 2. The per share price outlined in the acquisition.

The "easiest" way to take advantage is to IPO SpaceX (which he did), pump up the market cap, acquire Tesla for a sizable premium, and vest as much of the stock award as you can. It means you get to avoid the operational goals entirely and vest a bunch of Tesla (but soon to be SpaceX) stock.

[0]: https://www.sec.gov/Archives/edgar/data/1318605/000110465925...

2 comments

Yeah, that seems like his goal.

> If Tesla changes control

Does selling Tesla to SpaceX actually satisfy "changing control" if he remains the largest shareholder?

My understanding is that Musk doesn't have a controlling share of Tesla. So by the letter of the law, a SpaceX acquisition would qualify as a change in control (because we've gone to a new majority owner).
Conflict of interest laws don’t apply to fascists.
Fascists don't support free speech. Please, learn what that word means[0] and then use it responsibly. We're already seeing the effects of misusing and overusing several other important words for political/societal discourse, and this is one of them. It's entirely unhelpful and lowers the quality of conversation here.

[0] The Doctrine of Fascism is available, for free, in several places. Start there.

Does Elon _really_ support free speech?

* He suspended multiple journalists from Twitter/X in December 2022 after they had reported on or criticized him [0]

* He has been accused of retaliating against critics and employees through threats, lawsuits, or firings, rather than tolerating dissent. [1]

* He selective enforcing Twitter/X platform rules. Here's 10 examples: [2]

He tolerates speech he likes and often punishing speech he dislikes. That's not being a "free speech" absolutist.

[0] https://truthout.org/articles/free-speech-watchdogs-condemn-...

[1] https://www.businessinsider.com/free-speech-absolutist-elon-...

[2] https://gizmodo.com/10-times-elon-musk-censored-twitter-user...

> That's not being a "free speech" absolutist.

One doesn't need to be a free speech absolutist to not be a fascist, far from it; and the exceptions prove the rule - those examples are the definition of exceptional. "10 times…" I can remember people getting banned en masse for changing their profile pic to an NPC character. The difference is night and day.

Elon fits the definition in Britannica pretty neatly
Fascists do claim to support free speech while wielding the apparatus of state to ensure that any speech that they disagree with is suppressed, eg on college campuses.
That's not a rebuttal. Claiming to support is not support.

Is Musk wielding the apparatus of state to ensure that any speech that he disagrees with is suppressed, e.g. on college campuses?

> Is Musk wielding the apparatus of state to ensure that any speech that he disagrees with is suppressed

He does not need to do that, he has his army of people like you that go around on all socials and wherever you can to post praise, defend him and attack any critics as he was some sort of uber genius savior of mankind. The Musk cult is real.

So... are you arguing that Musk is an opponent of 'free speech' because... a bunch of private citizens argue with you when you speak critically of Musk?

The whole thread (and to be fair, Musk himself most of the time) has lost the plot, since the phrase "freedom of speech" is about the government not restraining or punishing speech. Honestly, what Twitter allowed or not before or after Musk is entirely irrelevant to the concept of free speech. Twitter/X is still just some guy's website.

> Be kind. Don't be snarky. Converse curiously; don't cross-examine. Edit out swipes.

> Please don't post insinuations about astroturfing, shilling, brigading, foreign agents, and the like. It degrades discussion and is usually mistaken. If you're worried about abuse, email hn@ycombinator.com and we'll look at the data.

https://news.ycombinator.com/newsguidelines.html#comments

I'm not sure HN is for you.

uh... twitter