Tesla, Inc. · NASDAQ:TSLA
Tesla — Proxy Contest (February 2018)
9 slides from Tesla's proxy contest presentation, Feb 27, 2018
Slide 1: CEO Performance Award Investor Presentation
CEO PERFORMANCE AWARD INVESTOR PRESENTATION FEBRUARY 2018
Slide 2: Forward-Looking Statements
Forward-Looking Statements Certain statements in this presentation, including statements relating to the introduction of new and future products and technologies such as Solar Roof, future electric vehicles, self-driving and autonomous ride-sharing; and statements regarding possible future market pr
Slide 3: Advancing Sustainable Transport, Advancing Sustainable Energy, Driving Shareholder Value
ADVANCING SUSTAINABLE TRANSPORT ADVANCING SUSTAINABLE ENERGY Driving Shareholder value Tesla’s mission: accelerate the world’s transition to sustainable energY Grew fleet from ~5,000 at the end of 2012 to over 300,000 vehicles today Grew revenue from $413.3 million in 2012 to $11.8 billion in 2017 T
Slide 4: CEO Performance Award Designed to Maximize Long-Term Shareholder Value
CEO PERFORMANCE Award Designed to MAXIMIZE LONG-TERM Shareholder value PROCESS DRIVEN BY INDEPENDENT BOARD MEMBERS 100% at-risk performance award Award is entirely contingent on achieving stretch performance goals; no salary, no cash bonus, no time-based equity CONTINUED LEADERSHIP Elon must remain
Slide 5: 2012 Performance Award Drove Substantial Shareholder Value
2012 2013 2014 2015 2016 2017 AT TIME OF GRANT $3.2B 2012 performance AWARD drove substantial Shareholder value * Market capitalization figure based on information from S&P Capital IQ as of the end of each year 17x Market Capitalization growth since 2012 Award Granted 9 of 10 Operational Milestones
Slide 6: 2018 Performance Award Modeled After 2012 Award
2012 AWARD 2018 AWARD % of Compensation at risk 100% 100% Market Capitalization at Time of Award $3.2B $59B % Outstanding Shares Vesting per Tranche 0.5% 1.0% Market Capitalization Increment per Tranche $4B $50B Operational Milestones Primarily Product Development Revenue and Adjusted EBITDA Number
Slide 7: 2018 CEO Performance Award
2018 CEO Performance Award 1 Market capitalization; 6 month trailing average AND 30-day trailing average to ensure value is sustained 2 Earnings Before Interest, Taxes, Depreciation and Amortization excluding stock based compensation 100% pay-for-performance structure with 10-year term; No salary, n
Slide 8: Process Driven by Independent Directors
PROCESs Driven by Independent Directors Independent directors led design of program, incorporating work from the compensation committee and feedback from shareholders 2018 Performance Award was considered and approved by all independent board members after more than six months of deliberation Elon a
Slide 9: Q&A
Q&A