Summary
This 10-K/A filing from Tesla, Inc. for the period ending December 30, 2021, provides an overview of its Directors and Executive Officers, along with detailed information on executive compensation. The company's compensation philosophy heavily emphasizes long-term incentives through equity awards, primarily stock options, to align executive and stockholder interests. This approach is designed to motivate achievement of sustainable stockholder value and tangible milestones rather than simply retaining employees. The filing details the compensation structure for named executive officers, including CEO Elon Musk, CFO Zachary Kirkhorn, and SVP Andrew Baglino. Elon Musk's compensation is largely performance-based, with his significant equity awards tied to ambitious market capitalization and operational milestones. The report also outlines the compensation for non-employee directors, which also heavily features equity-based awards to ensure alignment with shareholders. Corporate governance aspects, including Board committees, director independence, and related party transactions, are also covered.
Financial Highlights
56 data points| Revenue | $53.82B |
| Cost of Revenue | $40.22B |
| Gross Profit | $13.61B |
| R&D Expenses | $2.59B |
| SG&A Expenses | $4.52B |
| Operating Expenses | $7.08B |
| Operating Income | $6.52B |
| Interest Expense | $371.00M |
| Net Income | $5.52B |
| EPS (Basic) | $1.87 |
| EPS (Diluted) | $1.63 |
| Shares Outstanding (Basic) | 2.96B |
| Shares Outstanding (Diluted) | 3.39B |
Key Highlights
- 1Tesla's compensation philosophy heavily relies on equity-based incentives, primarily stock options, for executives and directors to align long-term interests with stockholders.
- 2CEO Elon Musk's compensation is significantly tied to performance-based stock option awards (2018 CEO Performance Award) with ambitious market capitalization and operational milestones.
- 3The 2018 CEO Performance Award includes 12 tranches, each vesting upon achievement of specific market capitalization and operational (revenue/EBITDA) targets.
- 4As of April 29, 2022, 11 out of 12 tranches of the 2018 CEO Performance Award had vested.
- 5Non-employee directors' compensation also primarily consists of stock options, designed to be 'at-risk' and dependent on stock price appreciation.
- 6The company maintains a clawback policy for incentive payments in case of financial restatements.
- 7Related party transactions, notably with SpaceX (where Elon Musk is also CEO), are disclosed and are stated to be on terms no less favorable than those offered to unaffiliated third parties.