新经济思想研究所-特斯拉作为全球竞争对手：电动汽车转型中的战略控制（英）

Tesla as a Global Competitor: Strategic Control in the EV Transition Matt Hopkins and William Lazonick1 Working Paper No. 225 September 7th, 2024 ABSTRACT In this paper, we assess the implications of Elon Musk’s strategic control over Tesla, the pioneering company that has become central to the electric-vehicle transition. We document how, as Tesla’s CEO for 16 years, Musk has exercised strategic control to direct the transformation of the company from an uncertain startup to a global leader. Now that Tesla is profitable corporate predators (aka hedge-fund activists) may challenge Musk’s strategic control—a possibility of which the CEO is well aware. To retain his control over Tesla as a publicly listed company, Musk depends on holding a sufficient proportion of Tesla’s shares outstanding to possess the voting power to fend off predatory value extractors. In addition to accumulating Tesla shares by investing $291.2 million at early stages of the company’s evolution, Musk has relied upon massive stock-option grants from the Tesla board, under the guise of “compensation”, in 2009, 2012, and 2018, to boost his shareholding and, 1 The authors are senior research fellow and president, respectively of the Academic-Industry Research Network (theAIRnet.org). We are grateful to the Institute for New Economic Thinking for research funding and to Thomas Ferguson for comments on this paper. Funding was also provided by the Canadian Institute for Advanced Research, Program in Innovation, Equity & the Future of Prosperity. 1 with it, his voting power. Hence the Delaware Court of Chancery’s decision in January 2024 to rescind Musk’s 2018 stock-option package—by far the largest ever granted to a corporate executive—poses a threat to Musk’s strategic control at Tesla. As the “Technoking” of Tesla strategizes to maintain his control over the company’s decision-making, anyone concerned with the role that Tesla will play in the evolving EV transition should be asking how CEO Musk might use, or abuse, his powerful position. https://doi.org/10.36687/inetwp225 JEL codes: D2, D31, G3, J33 L2, L53, L62, M1, N8, O16, O32, Q55 Keywords: Elon Musk, Tesla, electric vehicles, strategic control, stock options, voting power, resource allocation, corporate governance 2 1. Strategic control at Tesla in the electric-vehicle transition In the global confrontation with climate change, the transition from internal combustion engine (ICE) vehicles to electric vehicles (EVs) is critical. While many major global car producers have been investing in EVs for the past three decades or so, it is only in very recent years that one can say that an EV transition has been underway. In 2019, EV sales—both battery electric vehicles (BEVs) and plug-in hybrids (PHEVs)—were just 2.5 percent of global light-vehicle sales; by 2023, this proportion had jumped to 15.8 percent.2 BEVs were 73 percent of all EVs sold in 2022 and 70 percent in 2023, with the one-year proportional inc