SpaceX-Tesla Merger Would Give Musk More Control but Not a $1 Trillion Payday, Reuters Finds

Musk said on a SpaceX earnings call last month that the boards of both companies had set up special committees to discuss a possible combination. No terms have been proposed.

Voting Power Is the Prize

The experts said the main effect of a deal would be on voting control. Barclays estimates that if SpaceX bought Tesla at the companies' current sizes, Musk would own about 37% of the combined company but hold about 56% of its votes. The gap comes from SpaceX's special class of shares, which carry 10 times the voting rights of ordinary shares. Tesla has no such class. Piper Sandler analysts, who see a merger as "likelier than not", put Musk's likely voting control above 70%.

That would be well beyond what Musk could reach at Tesla on his own. Shareholders approved a pay package worth up to $1 trillion in Tesla stock, tied to market value and operating goals such as 1 million robotaxis and 1 million humanoid robots. Musk has not yet hit any of those milestones. Even if he hit all of them, including a near eightfold rise in market value, he would hold about 29% of Tesla's voting power, according to documents the board presented last year. On Tesla's October 2025 earnings call, Musk said his main worry was whether he could be removed if he built a large robot army without enough voting control.

At SpaceX, the board granted Musk stock awards before the company's IPO, tied to market value, putting 1 million people on Mars and building data centres in space. He can keep the shares only if he meets the Mars and data centre goals, but he received the voting rights straight away. Reuters said this gives him about 85% control of SpaceX.

Why the Pay Award Shrinks

Tesla's plan includes a change-in-control clause. If SpaceX acquired Tesla, Musk could earn stock for meeting market value targets without meeting the operating ones. The value would be measured at the higher of Tesla's pre-merger share price or the price Tesla shareholders receive in the deal.

Tesla is worth about $1.6 trillion, according to Reuters. The first award would require a value of $2 trillion in connection with a merger. At that level Musk would get about $20 billion in shares, and they would be worth less than that because the plan pays only for share price gains made after the package was announced in September 2025. Higher thresholds, of $2.5 trillion, $3 trillion or more, would pay him more, but the six experts said a takeover premium that large was unlikely. They also said SpaceX's board could restructure his pay after a deal.

Charles Elson, founding director of the Weinberg Center for Corporate Governance at the University of Delaware, said the pay package was a distraction from what a merger would offer, which he called "complete control". Matthew Bloomfield, an associate professor of accounting at the Wharton School, described the SpaceX plan, drawn up shortly before its IPO, as "just a marketing document" meant mainly to build hype.

What It Means for Investors

For Tesla shareholders, the analysis suggests that how a combined company would be governed may matter more than how Musk would be paid. Ordinary Tesla shareholders would move from a company with one vote per share to one where a single holder could have a clear majority of the votes. Musk, Tesla and SpaceX did not respond to Reuters' requests for comment.