Tesla (TSLA) board members have received a wake-up call letter from eight state treasurers, asking them to fulfill their duties and supervise the company’s CEO, Elon Musk.
Will they ignore this warning as well?
There have been concerns about Tesla’s board sleeping at the wheel for a while now.
Their job is to oversee Tesla’s management for the benefit of shareholders, but Tesla’s stock is down almost 40% this year while the CEO is splitting his time between 6 different companies and projects while alienating most of Tesla’s consumer base.
Yet, the board hasn’t said a word about it.
The situation lends weight to the argument that the board is entirely under Musk’s control, which is the main point of contention in Tesla’s $55 billion CEO compensation case.
Now, eight state treasurers have joined forces to raise their concerns with the board. They wrote in a letter addressed to Robyn Denholm, chair of Tesla’s board:
We are increasingly concerned that Tesla’s recent performance signals deeper governance and leadership challenges that, if left unaddressed, could have serious consequences for the company and its stakeholders. In the first quarter of 2025 alone, Tesla’s stock declined by 36%. The company missed delivery targets, recalled a substantial number of vehicles, and experienced a surge in trade-ins for competing brands. Meanwhile, CEO Elon Musk continues to divide his attention across multiple companies and a high-profile advisory role within the federal government. These external commitments raise serious questions about whether Tesla’s leadership is fully engaged in addressing the company’s core challenges.
In the letter, the treasurers remind Tesla’s board of its duty “to provide strong oversight, uphold fiduciary standards, and ensure that the company’s leadership is aligned with the long-term best interests of the company.”
They are directly asking the board three questions:
- How is the Board ensuring that Mr. Musk and Tesla’s leadership team are devoting adequate time and focus to resolving recent performance issues and guiding the company’s future direction?
- In light of the company’s underperformance, how is the Board evaluating whether executive compensation remains aligned with shareholder value and corporate accountability?
- How does the Board plan to communicate its strategy for navigating this period of uncertainty and restoring investor and public confidence in Tesla’s leadership?
Tesla is going to release its Q1 2025 financial results today, hold its earnings conference call, and have a “live company update.’ Maybe some of these questions will be answered.
Here’s the letter in full:
2025-04-17 Letter to Tesla Board Chair
April 17, 2025
Robyn Denholm
Chair of the Board
Tesla, Inc.
1 Tesla Road
Austin, TX 78725
Dear Chair Denholm,
We are entrusted with promoting the long-term economic health and financial stability of our states and the people we serve. Tesla, Inc. is not just one of the world’s most valuable companies—it is a major player in the clean energy economy and a leading force in emerging technologies such as robotics and autonomous driving. The company’s success or setbacks have significant implications for workers, regional industries, and innovation ecosystems in our states.
We are increasingly concerned that Tesla’s recent performance signals deeper governance and leadership challenges that, if left unaddressed, could have serious consequences for the company and its stakeholders. In the first quarter of 2025 alone, Tesla’s stock declined by 36%. The company missed delivery targets, recalled a substantial number of vehicles, and experienced a surge in trade-ins for competing brands. Meanwhile, CEO Elon Musk continues to divide his attention across multiple companies and a high-profile advisory role within the federal government. These external commitments raise serious questions about whether Tesla’s leadership is fully engaged in addressing the company’s core challenges.
We regularly interact with stakeholders across our states, including institutional investors, industry leaders, workers, and small businesses. We are hearing increasing concern about Tesla’s direction, not only from financial professionals but from those who have looked to Tesla as a leader in clean energy innovation and American industrial renewal. If Tesla falters, the effects won’t be confined to shareholders—they will ripple through regional economies, workforce pipelines, and public confidence in the energy transition.
At a moment when American industrial leadership is facing stiff global competition, it is essential that companies like Tesla are governed with focus, discipline, and clarity of mission. The Board’s role is especially critical now—to provide strong oversight, uphold fiduciary standards, and ensure that the company’s leadership is aligned with the long-term best interests of the company. Public officials like us do not take the step of raising these concerns lightly except when the obvious risks demand it.
We believe the Tesla Board has a responsibility to act decisively to ensure the company returns to a stable and focused trajectory.
We respectfully request the Board provide clarity on the following:
- How is the Board ensuring that Mr. Musk and Tesla’s leadership team are devoting adequate time and focus to resolving recent performance issues and guiding the company’s future direction?
- In light of the company’s underperformance, how is the Board evaluating whether executive compensation remains aligned with shareholder value and corporate accountability?
- How does the Board plan to communicate its strategy for navigating this period of uncertainty and restoring investor and public confidence in Tesla’s leadership?
Finally, we strongly believe Tesla’s Board would benefit from engaging with public sector stakeholders who share an interest in the company’s long-term value and societal impact. We welcome the opportunity to speak further about these concerns and discuss how the Board can take swift and transparent action to restore investor confidence and public trust in Tesla’s leadership and the company’s future.
We welcome a response and the opportunity for continued dialogue.
Signed,
Mike Pellicciotti, Washington State Treasurer
Deborah B. Goldberg, Massachusetts State Treasurer and Receiver-General
Michael W. Frerichs, Illinois State Treasurer
Erick Russell, Connecticut Treasurer
Laura M. Montoya, New Mexico State Treasurer
David L. Young, Colorado State Treasurer
Mike Pieciak, Vermont State Treasurer
Malia M. Cohen, California State Controller
Electrek’s Take
Tesla is a $700 billion publicly traded company that is run like a family business by Musk, who owns just 13% of the float.
The board, which was so handsomely rewarded that it had to return almost $1 billion worth of compensation as part of a shareholder lawsuit, is letting Musk do whatever he wants without any objection.
It’s clear that they have a quid pro quo with Musk, whereby they receive compensation at a rate several times higher than any other similarly sized company in exchange for allowing Musk to run Tesla as if it were his private company.
While I am glad they sent this letter, I doubt that a group of state treasurers will convince Tesla’s board to do anything.
At this point, they are either completely fine with Musk destroying Tesla or they believe his claims about self-driving technology.
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