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Stockholders approved a Delaware-to-Texas conversion on June 13, 2024. The 8-K prints about 63 percent of outstanding shares and about 84 percent on the disinterested standard. The certificate of formation says the conversion happened that day.
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Tesla bought SolarCity for 0.110 of a Tesla share per SolarCity share. The deal closed November 21, 2016. On June 6, 2023, the Delaware Supreme Court affirmed a finding of entire fairness. It did not decide that Mr. Musk was a controlling stockholder.
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Mr. Musk disclosed a 9.2 percent Twitter stake in April 2022, offered $54.20 a share, signed a merger agreement on April 25, sent a purported termination notice on July 8, and closed on October 27, 2022. The Chancery case did not end in a trial judgment.
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Twitter, Inc. v. Elon R. Musk et al., Delaware Court of Chancery, C.A. No. 2022-0613-KSJM. The July 8 termination letter, the July 12 complaint, the October 17 trial date, the counterclaims, the October 3 letter, the October 6 stay, the October 27 close, and a dismissal. No post-trial opinion.
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Chancellor McCormick rescinded the 2018 Tesla CEO award on January 30, 2024. Stockholders voted again on June 13, 2024. She denied ratification on December 2, 2024 and set a $345 million fee. On December 19, 2025, the Delaware Supreme Court reversed the rescission, reinstated the plan, and awarded one dollar.
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