Law Firms Representing Tesla Shareholder Issue Statement in Response to Ruling by Delaware Supreme Court Affirming Court of Chancery’s Findings of Breach in Connection with Elon Musk 2018 Compensation Package, but Reversing Court’s Remedy

December 19, 2025

WILMINGTON, DE (December 19, 2025) - In a 49-page decision, the Delaware Supreme Court today affirmed Chancellor Kathaleen McCormick’s ruling that the Tesla Board of Directors breached its fiduciary duty in awarding Elon Musk his 2018 pay package but reversed the Court’s rescission remedy and instead awarded nominal damages. The Supreme Court also awarded a reduced amount in attorneys’ fees. 

Lawyers from Bernstein Litowitz Berger & Grossmann and co-counsel, representing the Tesla shareholder who successfully challenged the company’s issuance of a multi-billion-dollar package of stock options to Musk in 2018, issued the following statement in response to today’s ruling:

“We thank the justices for their attention, hard work and time on the matter and are considering our next steps.  We are proud to have participated in the historic verdict below, calling to account the Tesla board and its largest stockholder for their breaches of fiduciary duty.”

Tesla shareholders are represented by a team of attorneys at Bernstein Litowitz Berger & Grossmann LLP, led by partner Greg Varallo together with co-lead counsel at Andrews & Springer and Friedman Oster & Tejtel.