A coalition of Tesla shareholders and state officials is calling for a vote against Elon Musk’s proposed $1 trillion compensation package at the company’s upcoming November shareholder meeting. The move intensifies scrutiny of Tesla’s governance and raises questions about board independence and performance accountability.

The coalition includes SOC Investment Group and state treasurers from Nevada, New Mexico, and Connecticut. In a letter to Tesla shareholders, they also urged investors to oppose the re-election of three board members: Ira Ehrenpreis, Joe Gebbia, and Kathleen Wilson-Thompson.

They argue that Tesla’s board has prioritized retaining Musk over following through on earlier strategic goals. The group pointed to declining operational performance, weak oversight, and the board’s “relentless pursuit” of Musk as evidence that accountability has taken a back seat.

Tesla defended the pay plan, stating it aligns Musk’s compensation with “shareholder value creation of trillions of dollars.” The company emphasized that if the performance targets are not met, Musk would receive no payout.

This pushback arrives despite Tesla recently reporting record quarterly deliveries, underscoring how governance and compensation are emerging as key battlegrounds. The plan’s ambitious milestones are tied to scale, value, and control metrics—raising concern among critics that these goals are too loosely defined.

In addition, New York City Comptroller Brad Lander, known for longtime criticism of Tesla’s board, also opposes the package—despite New York City pension funds not being among Tesla’s largest shareholders.

The November shareholder vote will be closely watched. If a significant bloc of investors rejects the pay plan or board nominees, Tesla may face demands for structural governance reforms, including greater board independence and more rigorous performance metrics.