Ranked among Tesla's top ten shareholders, Norway's sovereign wealth fund will once again vote against Musk's "trillion-dollar pay package."

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Elon Musk's "trillion-dollar compensation" plan is facing tremendous resistance, as Norway's oil fund, one of Tesla's top ten shareholders, has explicitly stated it will vote against the proposal.

On Tuesday, the fund said that while it appreciates "the significant value created by Mr. Musk's visionary leadership," it will vote against Musk's compensation package. Norway's oil fund is the world's largest sovereign wealth fund, managing $2.1 trillion in assets.

Tesla chair Robyn Denholm has described this shareholder vote as crucial for retaining Musk as CEO. Musk had previously publicly threatened to leave Tesla if shareholders reject his compensation plan again. Two shareholder advisory firms, Glass Lewis and ISS, have already recommended investors reject the plan, which is tied to the stock price and operational performance.

Tesla's annual shareholder meeting will be held on November 6. Musk's wealth is largely held in Tesla stock, which has more than tripled in the past five years, with the company's market value surging to $1.5 trillion. At the time of writing, Tesla shares traded at $468.37.

Concerns Raised Over Size of Compensation

In its voting statement, Norway's oil fund clearly expressed concerns about the "overall size of the compensation, equity dilution, and the failure to mitigate key person risk," which is consistent with its long-standing position on executive pay. The fund stated it will continue to seek constructive dialogue with Tesla on this issue and others.

This is not the first time Norway's oil fund has opposed Musk's sky-high compensation. Last year, the fund voted against Musk's $56 billion compensation plan, which was then called the largest in U.S. corporate history. Although the plan was approved by shareholders in June 2024, it was subsequently struck down again by a Delaware court in December.

Several large pension funds have also issued open letters opposing the compensation plan, arguing that the board's "relentless pursuit" of retaining the CEO has damaged Tesla's reputation.

Timing of Vote Draws Attention

Norway's oil fund typically announces its voting intentions five days before the annual shareholder meeting, but this time, it revealed its decision on Tesla just two days in advance. The fund explained that this was done to "ensure all relevant information was available and could be considered in its analysis."

This voting stance also reflects ongoing tensions between the fund and Musk. Earlier this year, the fund's CEO, Nicolai Tangen, invited Musk and other CEOs to dinner in Oslo, but Musk declined after the fund voted down the $56 billion compensation plan.

According to text messages disclosed under the Freedom of Information Act, Musk messaged Tangen in October 2024:

"When I seldom ask you for help, if you refuse, then you should not make any requests of me until you have done something to make amends. Friends should help each other."

The Board Remains Cautious on Voting Result

Last month, Tesla chair Denholm said in a media interview that failing to retain Musk "would not be a good outcome for shareholders," but she added that she did not believe Musk would do anything "sudden or harmful" if the vote fails.

Last month, Musk addressed criticism of the compensation plan on social media platform X. He wrote:

"Tesla's value exceeds that of all other car companies combined. Which CEO do you want to lead Tesla? It certainly won't be me."

According to a previous Wallstreetcn article, Morgan Stanley has warned that if Musk's compensation plan is not approved, Tesla's stock price could face an immediate sell-off of over 10%, which would be seen by the market as a vote of no confidence in his leadership. A rejection could also trigger uncertainty over the company's strategic outlook and exacerbate the risk of key talent loss.

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