text: On June 4, 2018, a purported Tesla stockholder filed a putative class and derivative action in the Delaware Court of 
  Chancery against Elon Musk and the members of Tesla’s board of directors as then constituted, alleging corporate waste, unjust 
  enrichment and that such board members breached their fiduciary duties by approving the stock-based compensation plan 
  awarded to Elon Musk in 2018 (the “2018 CEO Performance Award”). Trial was held November 14-18, 2022. On January 30, 
  2024, the Court issued an opinion finding that the 2018 CEO Performance Award should be rescinded. Plaintiff’s counsel filed 
  a brief seeking a fee award of 29,402,900 Tesla shares, plus expenses of $1,120,115.50. Tesla opposed the fee request on June 
  7, 2024, and a hearing was held on July 8, 2024. At Tesla’s 2024 Annual Meeting of Stockholders, 72% of the disinterested 
  voting shares of Tesla, excluding shares owned by Mr. Musk and Kimbal Musk, voted to ratify the 2018 CEO Performance 
  Award. On June 28, 2024, because Tesla’s disinterested stockholders voted to ratify the 2018 CEO Performance Award, Mr. 
  Musk and the other director defendants, joined by Tesla, filed a brief seeking to revise the Court’s January 30, 2024 opinion, 
  and a hearing was held on August 2, 2024. 