In a bold show of support, CNBC’s Mad Money host Jim Cramer has thrown his weight behind Elon Musk’s staggering $1 trillion pay package proposal from Tesla, Inc. (TSLA), as the automotive giant prepares to put the proposal to a shareholder vote scheduled for November 6, 2025.
Cramer argues that shareholders should give their thumbs up to Musk’s compensation, pointing out that Tesla’s impact goes far beyond just electric vehicles. He highlighted the company’s pioneering efforts in fields such as robotics, Full Self-Driving technology, and innovative battery development as pivotal reasons for backing Musk’s package.
During Tesla’s Q3 2025 earnings call, Musk addressed shareholder concerns and explained the rationale behind his need for such an expansive package. He underscored the necessity for greater voting control to effectively manage Tesla’s burgeoning Optimus robot fleet, asserting that this autonomy is vital to shield the company from potential ousting by activist shareholders.
Musk did not hold back his criticisms, specifically targeting proxy advisory firms Institutional Shareholder Services (ISS) and Glass Lewis, whom he branded as “corporate terrorists” for their influence. “I just don’t feel comfortable building a robot army here and then being ousted because of some asinine recommendations from ISS and Glass Lewis, who have no freaking clue,” Musk shared during the call.
Why Cramer Supports the Package
Cramer passionately defended Musk, reinforcing his stance that relatively few CEOs deserve such a hefty pay package, and Musk is certainly one of them. He commended Musk for his groundbreaking work in artificial intelligence and self-driving technology. “He’s using AI to create the best full self-driving car,” Cramer noted on social media platform X, portraying Musk as “really smart” despite any personal sentiments toward him.
In drawing parallels, Cramer compared Musk’s situation to that of Meta CEO Mark Zuckerberg, who benefits from a dual-class stock structure that grants him substantial control over company decisions. In contrast, Tesla lacks such a structure since Musk did not found the company. Cramer posits that approving this pay package would serve as an alternative mechanism for Musk to attain the control he desires.
Opposition from Proxy Firms
While Cramer stands firmly with Musk, both ISS and Glass Lewis have recommended that shareholders vote against the proposed pay package. These influential firms advise institutional investors regarding governance issues, and their stance adds a layer of complexity to the upcoming vote.
Musk explicitly expressed his concerns regarding their potential sway during the earnings call. He articulated a desire for enough voting power to safeguard Tesla from possible removal while avoiding complete autonomy that would shield him from needed accountability. This intricate balancing act remains a focal point of Musk’s current strategy.
As it stands, Wall Street analysts maintain a Hold rating on Tesla stock, with 14 Buy ratings, 13 Holds, and 10 Sells gathered in the last three months. The consensus gives an average price target of $375.63 per share, reflecting a disconcerting potential decline of around 14.7% from current levels.
This anticipated shareholder vote is poised to encapsulate a critical moment in Tesla’s trajectory, with Musk’s future power structure and leadership style hanging in the balance. The tension between innovation and governance remains palpable as the market watches closely.
