The vote is seen as a referendum on the limits of executive pay and the accountability of Silicon Valley billionaires.
Under Elon Musk’s leadership, Tesla popularized electric vehicles and became the most valuable auto company in the world. Mr. Musk became a billionaire many times over while generating huge profits for investors.
Despite these achievements, Tesla’s shareholders may decide that Mr. Musk has been paid too much.
In a vote whose results will be announced on Thursday, the investors could strike down a compensation package — paid in stock options and currently worth $45 billion — that makes up a substantial portion of Mr. Musk’s wealth.
With it, he is the probably richest person in the world, worth well over $200 billion. Without it, he could rank behind other billionaires like Jeff Bezos of Amazon.
Shareholders approved the pay formula in 2018 but are voting on it for a second time because a judge in Delaware voided the package in January. She ruled that Mr. Musk had largely dictated the terms to a board of directors stacked with close friends, people he made rich and his brother.
Tesla’s board is asking shareholders to ratify the package again in hopes of getting the court to reinstate it.
For Mr. Musk to get all the options, Tesla’s sales, profits and stock market value had to grow to heights few thought possible in 2018. Many investors believe that Mr. Musk deserves every penny.