Norway’s colossal sovereign wealth fund, the world’s largest and a barometer for global investors, has taken a bold stand against what could become the largest CEO compensation package in history. On November 4, 2025, the fund—officially Norges Bank Investment Management (NBIM)—announced it would vote against ratifying Tesla CEO Elon Musk’s proposed pay deal, a package that could award Musk up to $1 trillion over the next decade if Tesla’s market value soars to $8.5 trillion. This dramatic showdown is set to play out at Tesla’s annual general meeting on November 6, 2025, and has already divided the investment world.
NBIM’s decision, reported by Reuters and Benzinga, carries weight far beyond its 1.12% stake in Tesla—worth roughly $17 billion. The Norwegian fund is not just any investor; it manages a staggering $2.1 trillion, making it a touchstone for responsible investing and corporate governance. Its opposition marks the most powerful and public rebuke yet to the Tesla board’s push for the deal, which has been described as “potentially the largest-ever CEO compensation agreement.”
Tesla’s board, led by Chair Robyn Denholm, has lobbied hard for shareholder approval, warning that Musk could leave the $1.5 trillion company if the package is rejected. Denholm has been blunt, telling shareholders the vote is “crucial to secure the continued leadership that built this company.” The board’s message is clear: Musk’s vision and relentless drive have been central to Tesla’s meteoric rise, and keeping him at the helm is worth every penny—or, in this case, every billion.
But not everyone is convinced. In its statement, NBIM acknowledged Musk’s “significant value created under Mr. Musk’s visionary role,” but flagged major concerns about the “total size of the award, dilution, and lack of mitigation of key person risk.” According to Reuters, the fund has consistently voiced skepticism about outsize executive pay, having also voted “no” to Musk’s previous $56 billion compensation plan in 2018. That earlier vote drew a sharp response from Musk, who notably declined an invitation to a conference in Oslo after the rebuff.
The size of the proposed package is almost hard to fathom. If approved, Musk would be eligible for stock awards worth up to $1 trillion over ten years—though the cost of those shares at the time of the award would be deducted, making the net value to Musk slightly lower, at up to $878 billion, according to a Reuters analysis. The catch? Tesla’s market capitalization would need to jump nearly sixfold, from $1.5 trillion to $8.5 trillion, for Musk to receive the full payout.
Critics argue the plan is excessive and could give Musk too much unchecked power. Proxy advisers ISS and Glass Lewis have both recommended shareholders reject the proposal, citing concerns that it “would be too large, deliver high payouts even if the CEO only meets some goals, and could dilute the holdings of other investors.” They also opposed the 2018 package, but that plan passed with overwhelming support from Tesla’s legion of retail investors—those everyday “mom-and-pop” shareholders who have long championed Musk’s audacious vision.
Other major institutional investors are keeping their cards close to the vest. BlackRock, Vanguard, and State Street—Tesla’s largest institutional shareholders—have yet to disclose their voting plans. Baron Capital, another heavyweight, has said it will back Musk’s pay package. Meanwhile, the California Public Employees Retirement System (CalPERS), one of the largest public pension funds in the United States, has joined Norway’s NBIM in opposing the deal, arguing it grants Musk “too much power” and dwarfs any other CEO’s pay agreement in history.
The debate over Musk’s compensation has exposed deep rifts in the investment community. On one side, supporters like Michael Dell, Cathie Wood, and CNBC’s Jim Cramer have praised Musk’s leadership, ambition, and pivotal role in Tesla’s advances in AI, robotics, and self-driving technology. “There is a near-zero chance shareholders will reject the plan,” Gary Black of The Future Fund told Benzinga, calling it “one of the largest in corporate history.”
Yet not all backers are so enthusiastic about Tesla’s board. Ross Gerber, co-founder of investment firm Gerber Kawasaki, blasted the company’s directors for “serving Musk’s interests over shareholders,” calling it “the worst BOD” (board of directors) he had ever seen. The criticism points to broader worries about governance at Tesla and whether the board is truly independent in its oversight of Musk, who already wields significant influence as the company’s largest single shareholder.
The mechanics of the vote also tilt in Musk’s favor. Tesla’s move last year to Texas, where corporate law allows founders to vote their own shares on compensation matters, means Musk’s 13.5% stake gives him a substantial say in the outcome. With broad investor support and the backing of many retail shareholders, most analysts expect the package to pass, despite the high-profile opposition from NBIM and CalPERS.
Still, the Norwegian fund’s public stance has put a spotlight on the growing debate over executive pay and corporate accountability. As Reuters noted, while NBIM “appreciates the significant value created under Mr. Musk’s visionary role,” it is “concerned about the total size of the award, dilution, and lack of mitigation of key person risk—consistent with our views on executive compensation.” The fund’s decision is not just about Musk or Tesla, but about setting a standard for how much is too much when it comes to rewarding corporate leaders.
With the shareholder meeting looming, the outcome will reveal whether investors believe Musk’s bold vision justifies a record-breaking payday, or whether it’s time to rein in runaway executive compensation. The stakes are enormous—not just for Musk and Tesla, but for corporate governance and investor activism worldwide. As the world watches, one thing is certain: the debate over how to reward visionary leadership is far from settled.
