The proposed arrangements could see Musk, already the world’s wealthiest individual, awarded various installments of shares dependent on Tesla hitting a series of milestones, according to a financial filing published Friday.

The maximum payout would represent a 12% stake in the company, contingent on milestones including Tesla reaching a market capitalization of $8.5 trillion. At that market value, such a stake would be worth slightly more than $1 trillion. Tesla’s current market value is just over $1 trillion.

“Retaining and incentivizing Elon is fundamental to Tesla…becoming the most valuable company in history,” Tesla Chair Robyn Denholm said in a letter to investors. The package was “designed to align extraordinary long-term shareholder value with incentives that will drive peak performance from our visionary leader.”

The proposal would lift Musk’s stake in the electric-vehicle maker to as much as 29% if all of the targets are met, according to the filing, also boosting his voting power.

Tesla shares rose 2% in premarket trading Friday.

Among the proposed goals is a major expansion of Tesla’s robotaxi service, which is currently available in Austin. Photo: joel angel juarez/Reuters

In addition to market-cap milestones, payouts would depend on Musk hitting business and financial targets. These include delivering 20 million Tesla vehicles and a million robots, as well as putting a million robotaxis into commercial operation. A fourth product goal is for Tesla to secure 10 million subscribers for its Full Self Driving service.

The most challenging financial goal is for Tesla to generate $400 billion of adjusted earnings before interest, taxes, depreciation and amortization. It reported $16.645 billion in adjusted Ebitda for 2024.

The filing also included a shareholder proposal for Tesla to invest in Musk’s artificial-intelligence startup, xAI. Musk has repeatedly mobilized his business empire to boost xAI, with SpaceX agreeing in July to invest $2 billion in it. Tesla’s board didn’t offer a recommendation on how investors should vote.

Musk floated the idea in July, writing on his social-media platform X: “If it was up to me, Tesla would have invested in xAI long ago.”

Shareholders are due to vote on the proposals on Nov. 6.

Tesla didn’t immediately respond to requests for comment Friday.

Musk’s 2018 pay deal was struck down by a Delaware judge, who said the process was deeply flawed and criticized the company’s board for a lack of transparency.

Tesla’s directors said the then-record stock-option deal, which amounted to more than $55 billion in compensation, was necessary to keep Musk focused on the carmaker amid a slump in sales and increased competition from overseas. He has run the company without a pay package since then, though last month the Tesla board approved a stock award for Musk that it tentatively valued at $23.7 billion.

Besides Tesla, Musk oversees xAI, SpaceX, Neuralink, X and the Boring Company.

In recent years, some Tesla investors started to question the CEO’s commitment to the company, as Musk dedicated more of his time and energy to political causes. In 2022, he completed a $44 billion takeover of Twitter. Musk, a self-described “free speech absolutist,” spent an increasing amount of time posting on the platform.

Musk later cozied up to President Trump, donating vast sums to his election campaign and eventually acting as a close White House adviser.

That relationship eventually soured.