A hypothetical merger between SpaceX and Tesla could grant Elon Musk greater voting power in both corporations, bypassing the need to meet all conditions of his compensation plans.
Furthermore, such a transaction could alter the terms for receiving part of Tesla's stock package, valued at up to $1 trillion USD (5.4 trillion Brazilian reais).
Musk stated during a teleconference about SpaceX's results last month that the boards of directors of both companies have established special committees to discuss a potential merger.
Differences in compensation plans help illustrate the impact of a possible deal. In Tesla, the plan approved by shareholders in 2025 sets targets for market capitalization and operational goals, such as launching one million robotaxis. Currently, Musk has not met any of these goals.
Even if he meets all the goals, his voting share in the manufacturer would be around 29%, according to documents presented by the company's board.
The model in SpaceX is different. The compensation plan involves shares tied to goals such as establishing a colony of one million people on Mars and building space data centers. However, Musk received the corresponding voting rights immediately, although he does not yet have the economic value of these shares. This allows him to concentrate 85% of the votes in the company.
According to Barclays estimates, if SpaceX acquires Tesla, Musk would receive about 37% of the stake in the new conglomerate but would control 56% of the votes. This difference is possible because SpaceX's special class shares carry ten times more votes than common shares. Tesla does not have an equivalent structure.
Tesla's compensation plan includes special conditions for changes in control, such as a potential acquisition by SpaceX. In such a scenario, Musk could receive shares upon meeting market capitalization targets without achieving certain operational milestones.
Tesla's market capitalization is approximately $1.6 trillion USD (8.64 trillion Brazilian reais). To unlock the first part of the package, the value must reach $2 trillion USD (10.8 trillion Brazilian reais) due to the merger. At this level, Musk would receive $20 billion USD (108 billion Brazilian reais) in shares.
The calculation considers the stock price immediately before the deal or the amount shareholders receive from the deal, whichever is higher. The actual payout amount will be less, as the plan only accounts for the increase in stock value after the announcement made in September 2025.
The SpaceX plan is less detailed regarding what will happen in a merger. Four out of six executive compensation experts surveyed by Reuters believe that the board of directors could significantly change the terms of the agreement.
The package includes two sets of goals: one combines market capitalization targets with establishing a colony on Mars; the other links company growth to building space data centers capable of providing 100 terawatts of computing power per year.
Under the maximum forecast, the plan's shares could be worth $719 billion USD (3.88 trillion Brazilian reais), according to consulting firm Equilar, based on the current number of SpaceX shares.
The issue of voting rights at Tesla was previously raised by Musk himself. In October 2025, he stated that he was concerned about creating a large army of robots and subsequently the risk of being removed from company management.



