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Elon Musk Settles SEC Fraud Charges

684 points| omarchowdhury | 7 years ago |sec.gov

465 comments

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[+] headmelted|7 years ago|reply
This really doesn't change the status quo at Tesla at all.

We can armchair quarterback the company all day long about whether Musk is replaceable or not, but short of folks that have direct experience within the company we don't really know. What we can say with some confidence is that if Musk were really removed in any meaningful way the market would crush them utterly within hours. The shareholders want Stark Industries, not some near-insolvent car company with severe production shortfalls and a teetering runway.

[+] toymachine|7 years ago|reply
Honest question: Does it really matter if he loses the chairman role? Or even if he lost the CEO role? If he was busted down to VP of Engineering he would still be a major shareholder and everyone would did what he said right? He just wouldn't have any "official" corporate leader responsibilities (quarterly calls, etc). Or am I totally wrong?
[+] slg|7 years ago|reply
He will still be the most powerful single person at Tesla, but this at least opens the door for him to not be the most powerful entity at Tesla. There is no way of knowing when or even if the Tesla board will start saying no to Musk, but this at least makes it possible for them in the future. That is a good thing in my opinion.

In fact, I think a Tesla shareholder should be pretty happy with this settlement. The $20m fine at a time when Tesla is already running low of cash is certainly tough news, but every other part of this settlement is probably good news for the company's long term health. It is also obviously a lot better than some of the punishments people were talking about earlier this week.

[+] _jal|7 years ago|reply
I suspect it would matter, for at least two reasons.

For that to work, you'd need a particular sort of senior management arrangement, not just to leave him alone, but to take a lot of heat for his eccentricities. You need particular people capable of forming unusual understandings for that to work. And there would also necessarily end up being limits - there's only so far folks will cover someone else's bets.

The second reason is Musk's ego. I think he'd find a demotion humiliating, and if he's not treated as a Master of the Universe Superhero-CEO, I bet even money he'd behave worse, pick fights with his minders, etc.

[+] SatvikBeri|7 years ago|reply
The chairman has the power to appoint members of the board, the board has the power to fire the CEO. So someone who's both chairman and CEO is virtually impossible to fire.

The combination of removing Musk as Chairman and adding two independent directors means there's a slim chance that he could eventually be fired – more likely, it means that Musk will be held more accountable to the board.

[+] sonnyblarney|7 years ago|reply
It matters quite a lot.

There are specific jobs that board members and officers have. Just having 'the most shares' often isn't enough to do everything you want.

Moreover, he only owns 20% of the company.

Being 'busted down' is a huge political blow, he would be seen as weak, it would be hard for him to do his job.

He could resign as Chairman and save face, and then say 'Ima do Engineering full time' or something but it'd be hard for him to go as CEO.

[+] pvg|7 years ago|reply
everyone would did what he said right?

You'd get into even more trouble with the SEC if you ran a public company where the executives and officers are not what you claim they are but are stand-ins for someone else.

[+] liftbigweights|7 years ago|reply
> Or am I totally wrong?

You are right. In most public companies, it would matter greatly since the chairman is the most powerful person in the company ( CEO reports to the chairman ). But as you noted, musk is the largest shareholder, but more importantly other large shareholders ( especially the institutional shareholders ) back him. So he would be in charge regardless. But removing him from the chairman is optically damaging, so it's not insignificant. It matters, but not as much as it would normally.

[+] elihu|7 years ago|reply
It would matter if there were someone else in the company in a position of higher authority who could say "no" to something Elon wanted to do, even if it only happened rarely.
[+] snowmaker|7 years ago|reply
Not much, the Chairman role is mostly symbolic. This will not have any day-to-day consequences.
[+] bigbadgoose|7 years ago|reply
I expect the stock to pop on Monday given this slap on the wrist
[+] randomsearch|7 years ago|reply
This is good news for nerds who believe tech can be used for more than developing advertising platforms.

Everyone anywhere near Elon should do one thing: encourage him to get the hell off Twitter. Social media is bad for everyone, but it seems worse for certain personality types.

Please Elon, quit twitter. Even for a year.

[+] nostrebored|7 years ago|reply
Twitter seems more like a symptom than a root cause here.
[+] mcdevilkiller|7 years ago|reply
He got the boring company where it is right now because of Twitter.
[+] fjsolwmv|7 years ago|reply
You don't think Twitter was critical in building Musk's brand and investor interest?
[+] jdck1326|7 years ago|reply
>social media is bad for everyone

disagree

[+] minimaxir|7 years ago|reply
A bit anticlimactic. The only reason the SEC brought charges publicly was because Musk refused the first settlement offer (with similar conditions) anyways.
[+] pavlov|7 years ago|reply
At the last Tesla shareholder meeting five months ago, some investors wanted Musk to give up the chairman post (while remaining CEO of course) but he refused: https://www.google.com/amp/s/www.apnews.com/amp/386447de1b8a...

Would have saved $40M cash and billions in shareholder value if he’d taken the hint then. Nobody should think themselves that irreplaceable.

[+] ec109685|7 years ago|reply
If he wasn’t chairman, they couldn’t have taken that away from him in the settlement, so he might have suffered a different punishment.
[+] icelancer|7 years ago|reply
Shareholders massively voted that initiative down.
[+] robertAngst|7 years ago|reply
Strong disagree.

Leadership is key. I dont like Elon's propaganda machine which IMO is what feeds his cult status, but HE is the reason Tesla is a thing.

Believe in Him. Tesla as a company has no chance against GM or Ford. Elon has a chance because of what he has accomplished.

They say history is events and people. Electric cars are something every company will have in the next decade. What company is going to get an Elon?

[+] turtlecloud|7 years ago|reply
Man that guy sounds so smart in retrospect. My props to him as an investor
[+] peterarmstrong|7 years ago|reply
As a fan (not shareholder, unfortunately) of Tesla, this is great news. When I think of Elon Musk I sometimes think of the movie version of Patton. Hopefully this gets him to settle down on a bit of the drama, and focus on making Tesla succeed and getting SpaceX to Mars...
[+] londev|7 years ago|reply
Elon Musk and Tesla are still facing:

- A DOJ criminal enquiry into the same 420 tweet

- A whistleblower suit about misrepresentation of its rate of vehicle and battery production

- Another whistleblower suit about covering up a large theft and a narcotics ring

- A class action over racism

- Complaints about union busting

- A defamation suit over pedo accusations

- Investor class actions over the Musk family bailout acquisition of Solar City

And probably lots more that we don’t yet know about.

That so many people in tech are holding this stock and are even proud of the company is shocking to me. Sustainability can only be pushed forward with sustainable finances and the Tesla balance sheet is a horror show.

Tesla will file for bankruptcy protection in 2019.

[+] reiderrider|7 years ago|reply
I traded in an 8 year old POS and bought the model 3 yesterday. Elon and his team are headed in the right direction regardless of this drama.
[+] WheelsAtLarge|7 years ago|reply
Good settlement for Musk and Tesla. They should have added a review of his tweets by the board or someone. I suspect he'll get in trouble again by sending something stupid.

Seems to me that Twitter has become a quick way to create or destroy your career.

One tweet, $40 mil...

[+] cnorgate|7 years ago|reply
Irony is he will probably burn more shorts with this announcement than he did with the initial set of tweets... and the SEC helped him do it this time around!
[+] djanogo|7 years ago|reply
I seriously wonder if Musk thought this up to catch people short over the weekend, by leaking that he didn't want to settle on Friday and then settling over the weekend.

As long as he got his "friends and family board" he probably will do what he has been doing. I doubt 2 new directors will be able to control him.

[+] dahdum|7 years ago|reply
If it was his plan to tank the stock 14% on Friday, thinking it would pop back up and beyond Monday to hurt the shorts he’s been smoking far too much.

After hours trading is only up .5% from close, Friday morning it was already down like 12% when the market opened.

[+] gurumeditations|7 years ago|reply
What does stepping down as chairman but not CEO entail practically?
[+] threeseed|7 years ago|reply
He’s lost control of the board.

Which means they have the ability to remove him as CEO.

[+] icelancer|7 years ago|reply
It seems irrelevant but it's actually really significant. The board of directors is back in charge. Though shareholders currently massively back Elon, there is no guarantee it will always be that way.
[+] ztjio|7 years ago|reply
It means he can be fired.
[+] ben_w|7 years ago|reply
That was quick. Probably for the best, given the obvious trouble overwork has been causing him.

Interesting to note specifically the point about controls on his Twitter account that could’ve prevented this.

[+] Aloha|7 years ago|reply
Perhaps this will result in some 'adult supervision' at Tesla.

I'm skeptical however.

[+] refurb|7 years ago|reply
Imagine being the Tesla board or his lawyer. Just yesterday he made a stand that he would never settle and here we are.

I’m assuming over the past 24-48 hours it’s been a full court press of everyone trying to talk some sense into Elon. Glad they succeeded!

[+] jimrandomh|7 years ago|reply
So Musk is stepping down as chairman of the board at Tesla, but one thing this doesn't really address is whether he'll remain as CEO. I presume that decision will be made by the new (larger) board of directors?
[+] alexandros|7 years ago|reply
you never know, the expanded board might actually be suicidal and choose to kill the goose that lays the golden eggs. I don't think they're that deranged, but you never know.
[+] toss1|7 years ago|reply
This seems like a definite plus for all involved.

The Board and Chair set the overall strategy, while the CEO executes. In the next few years, the strategy is already clear -- execute on the Model 3, Model S & Roadster upgrades, Tucks, and solar products. The board should just be a background process for a while, while the pressure is on the CEO. By the time he gets his 'Chairman License' back, it may be time to update strategy.

Meanwhile, the SEC notches a "win", the investors can go back to their regularly scheduled short-long bickering, and Elon can focus more on delivering.

[+] apendleton|7 years ago|reply
Can he remain on the board as a regular board member? It only says he's stepping down as (and forbidden for three years from being) chair.
[+] e40|7 years ago|reply
Anyone know the difference between the proposed settlement he turned down and the one he accepted? I'm very curious!
[+] kentm|7 years ago|reply
https://www.nytimes.com/2018/09/28/business/elon-musk-tesla-...

The plan, as it was negotiated by lawyers, was for Mr. Musk to step down as chairman of Tesla within 45 days and not resume that post for two years. The company, also a party to the proposed agreement, would add two new directors to its board. Mr. Musk and the company would pay tens of millions of dollars in fines, according to the people, who requested anonymity because they were not authorized to speak publicly.

[+] av3csr|7 years ago|reply
For one the original proposed settlement apparently had a 2 year ban (don't know if it only applied to the chairman title or CEO as well), and him stepping down was meant to happen within a 60 day period.
[+] rst|7 years ago|reply
Per multiple reports, the fine was doubled.
[+] herpderperator|7 years ago|reply
> Musk and Tesla will each pay a separate $20 million penalty. The $40 million in penalties will be distributed to harmed investors under a court-approved process.

Well, the stock has done somersaults in all directions since then (benefiting both longs and shorts.) I wonder who would be eligible for part of this payout.

[+] braythwayt|7 years ago|reply
Who will be eligable?

I suspect the investors with the best-connected lawyers will get payouts, which they will then share with the aforementioned best-connected lawers.

[+] almostApatriot1|7 years ago|reply
yeah, The SEC charge probably harmed as many investors