The boards of SpaceX and Tesla have formed special committees to review a potential merger. This decision comes at the request of shareholders, as stated by Elon Musk, CEO and the largest individual shareholder of both companies.
Special Committees Established
Musk explained during SpaceX’s third-quarter earnings call that, due to his conflicted position, he cannot participate in the discussions of the special committees. He described the situation as an "odd kabuki dance" where two groups are engaged in talks without his involvement.
The members of these special committees have not been disclosed, but they consist of independent directors. According to Tesla’s October 19 proxy filing, the company has seven independent board members, including board chair Robyn Denholm, Ira Ehrenpreis, former Tesla CTO JB Straubel, Joe Gebbia, Jack Hartung, James Murdoch, and Kathleen Wilson-Thompson. Notably, neither Musk nor his brother Kimbal Musk are considered independent.
Board Composition
The independent directors at Tesla oversee various established committees related to audit, compensation, and corporate governance. On the other hand, SpaceX has six independent directors, including Ehrenpreis, who also chairs the company’s compensation and nominating committee. Other independent directors at SpaceX include Randy Glein, Donald Harrison, Steve Jurvetson, Luke Nosek, and Roelef Boutha. Musk, along with Antonio Garcias and SpaceX president and COO Gwynne Shotwell, are not classified as independent.
