Tesla will hold its 2026 annual shareholder meeting on Thursday, December 3, at 3 p.m. Central Time, online and in person at Gigafactory Texas in Austin. The company set the date in the proxy statement it filed Monday, with three items on the ballot: re-electing Elon Musk, board chair Robyn Denholm and JB Straubel, an advisory vote on 2025 executive pay, and ratifying PricewaterhouseCoopers as auditor.
Barclays told clients last Wednesday that Tesla and SpaceX could announce a merger before this meeting. The ballot Tesla filed has no merger proposal on it.
Musk, Denholm And Straubel Ask For Three More Years
Musk, Denholm and Straubel are Tesla’s Class I directors, and Proposal One would give each a new three-year term. Anyone who owned Tesla stock at the close of business on October 13 can vote. The board recommends a vote for all three nominees and both other proposals.
The pay vote is non-binding. The summary compensation table in the definitive proxy Tesla filed with the SEC lists $158.4 billion in 2025 stock awards for Musk, the grant-date value of awards made that year, including the package shareholders approved last November. Tesla’s own filing warns that reported pay can differ sharply from what Musk actually realizes. Tesla holds the advisory vote every year, the cadence shareholders chose in 2023.
PricewaterhouseCoopers has audited Tesla since 2005. The meeting streams at virtualshareholdermeeting.com/TSLA2026. Seats at Giga Texas are limited, so Tesla will pick in-person attendees by random drawing from shareholders who register on its shareholder platform.
Denholm Sells Her Re-Election On Cybercab And Terafab
Denholm’s letter to shareholders says Tesla began producing Cybercab at Gigafactory Texas and passed 10 million cumulative deliveries this year, and asks investors to keep the three nominees on the board as “a steady and experienced hand” during rapid technological change.
The same letter opens Tesla’s 2026 annual report, filed the same day. It counts the Semi launch and the Next Gen Roadster unveiling among the year’s results, and it says investments in battery and chip manufacturing, including Terafab, will help secure the supply of critical components. Tesla unveiled Terafab with SpaceX in March, but SpaceX does not appear anywhere in Denholm’s letter.
Barclays Saw A SpaceX Deal Possible Before The Meeting
Barclays analysts led by Dan Levy told clients on October 14 that a Tesla and SpaceX merger could be announced before Tesla’s annual meeting, Bloomberg reported. The proxy filed five days later mentions SpaceX only in director biographies and related-party disclosures.
The note warned that winning shareholder approval at the annual meeting would get harder if an announcement slipped into late October or early November, according to Quartz’s account of the Bloomberg report. It said both companies’ shareholders would likely need to vote. Barclays sees SpaceX buying Tesla with its own stock as the likeliest structure.
Both companies report third-quarter results this week, SpaceX on Tuesday and Tesla on Wednesday.
EVXL’s Take
Tesla is asking shareholders to give its three nominees three more years without saying whether the board is weighing a sale to SpaceX. Musk runs both companies, and any deal of the kind Barclays describes would need this board’s approval before it reached a shareholder vote. I think a shareholder voting on directors deserves to know what those directors may be asked to decide. Wednesday’s earnings call is the obvious place for an analyst to ask.
Sources: Tesla 2026 proxy statement (SEC), Tesla 2026 annual report (SEC), Quartz (citing Bloomberg), Sawyer Merritt on X
EVXL uses automated tools to support research and source retrieval. All reporting and editorial perspectives are by Haye Kesteloo.
