14 ms·

He filed forms that he was going to be a passive investor, and the same day joined the board after discussion that had been in the works for weeks. This is stri

He filed forms that he was going to be a passive investor, and the same day joined the board after discussion that had been in the works for weeks. This is strike two on misleading investors. I haven't seen analysis on whether it was illegal, but I wouldn't want somebody like him on my board even if it succeeded in keeping him from buying up more stock. With him on the outside, maybe he causes more trouble than on the inside but I would be wary of the association.

throwaway879080 5y ago
Ferrotin 5y ago
Shareholders like him on the board, and they would be even happier if he were running the company, because an Elon-run Twitter would be a lot more profitable.
- jermaustin1 5y ago
  > an Elon-run Twitter would be a lot more profitable. I'm not so sure about that. He doesn't have a lot of experience with running ad sales. His big breaks have been PayPal (kind of), Tesla and SpaceX. None of which were social, none of which were "free".
  - Ferrotin 5y ago
    I’m not sure either (there is of course uncertainty). But in Tesla and SpaceX, he shows good management, while my (outsider) impression of Twitter’s is that it’s dropping the ball. Also, I think Twitter was undervalued compared to its potential, and Elon wouldn’t be buying part of it if he didn’t think he could turn a good profit.
    - blendergeek 5y ago
      > and Elon wouldn’t be buying part of it if he didn’t think he could turn a good profit. Unless he was buying a seat on the board so that he could help effect change that he desired.
  - rhacker 5y ago
    My paypal account is free. It is way more useful than my twitter account which I don't even know my handle.
    - seized 5y ago
      It's free to someone who only buys product. It's not free to someone receiving money.
    - jonwachob91 5y ago
      Your paypal account charges you every time you make a transaction. It is not free.
      - openknot 5y ago
        This is false. There is no fee when making a purchase in at least the US or Canada [0]. The exception is when there is a currency conversion involved (about a 4% fee). There are fees when receiving money as a result of selling a product or service, which is where PayPal makes (likely most) of its money. [0] https://www.paypal.com/us/webapps/mpp/paypal-fees https://www.paypal.com/us/webapps/mpp/paypal-fees
        jimnotgym 5y ago
        It is not false, when you pay for a product with paypal it takes a fee off the person receiving the money. The person receiving the money knows of this cost in advance so adds it onto the price in advance. Therefore the purchaser pays.
        openknot 5y ago
        It's not always true that a vendor receiving money will increase prices to pass the PayPal fees to the consumer. You can see that many checkouts offer multiple options (e.g. both PayPal, Stripe, and/or other methods), with the item price usually the same even if each method has a different fee. The idea is that you want to make purchasing as convenient as possible, as it costs more to lose a sale, versus paying an incremental fee difference with PayPal. If a vendor makes PayPal purchases slightly more expensive, it can cause bad will with the customer (who is less likely to return and make more purchases). Exceptions are sometimes with one-off purchases (e.g. a conference ticket or course fee). Separately, the original comment asserted that the PayPal account charges you each transaction (which is false). The new argument is different, which asserts that a vendor may charge you more due to PayPal fees.
  - dangwu 5y ago
    So you think he got 3 lucky breaks when with electronic payments, electric cars, and space rockets, and Twitter is too hard?
    - jimnotgym 5y ago
      He got a lucky break with payments that allowed him to try his luck on the other two
  - fallingknife 5y ago
    He didn't have a lot of experience in cars or rockets either.
- elicash 5y ago
  It's certainly true that the stock is currently way up on the news of his investment. I personally would not invest in a company where I cannot trust claims being made by the board.
  - SuoDuanDao 5y ago
    I am so curious as to what's in your portfolio...
- Overtonwindow 5y ago
  More profitable, more open, and more fair to all voices. Twitter has become a liberal vacuum that, as a liberal, has gone way too far to the left in silencing voices. It's not a private company, it's a public company, and I hope Elon turns it around into a true, free speech town square, instead of just an echo chamber for blue checks.
  - frob 5y ago
    No, it is literally a private company. Which is why we are having this discussion based off of SEC filings. Edit: sorry, I mixed up public company and public good. Twitter is a public company, but not a public good.
    - himinlomax 5y ago
      If it wasn't a public company, it wouldn't be under the SEC's jurisdiction.
      - JumpCrisscross 5y ago
        > If it wasn't a public company, it wouldn't be under the SEC's jurisdiction All securities are under the SEC's jurisdiction, including those issued by unlisted companies, e.g. start-ups.
    - xeromal 5y ago
      I believe they mean public in the publically-traded sense, but I agree with you. It's not in the public (citizen controlled) sense
    - Ajay-p 5y ago
      I don't think that means what you think it means, perhaps you are international? A Public company is one that is owned by shareholders of a public exchange. This is why Elon can buy into it and become a member of the board. If it were a private company he could not do that.
    - dahfizz 5y ago
- bobkazamakis 5y ago
  he hasn't had any experience running a company that doesn't rely on subsidies in over a decade but I appreciate your optimism.
- deleted 5y ago
  [deleted]
- deleted 5y ago
  [deleted]
justapassenger 5y ago
Misleading investors is one of Elon’s main jobs. And he’ll continue doing so, as we doesn’t face any consequences for it (expect for becoming ultra rich).
- emteycz 5y ago
  Are you a shareholder of TSLA? I am, and I am happy with Elon.
  - justapassenger 5y ago
    You can generate great returns for investors and mislead them at the same time.
    - emteycz 5y ago
      I don't feel being misleaden. Yes, Elon is sometimes over hyping things. I don't mind. He makes extremely cool stuff which sells by its merit. I like the visionary talks because a company that never talks about the possibilities of future is super-boring and IMHO can't be as successful as Tesla is - even if it doesn't materialize in the specified time span or in its entirety - because there'd be nothing truly new, just linear change otherwise.
      - eganist 5y ago
        > I don't feel being misleaden. That doesn't mean you weren't. The rest of your comment almost reads like stockholm syndrome - or mostly just rationalizing being misled.
        emteycz 5y ago
        Let me decide that, thanks. There's nothing to rationalize. Elon had some nice visionary talks which I like, but mostly don't care about - and I'm not going to be mad just because he said something will be in 3 years and it's in 6 or 9 - even 12 is good in my eyes, so what. I like his optimism much more than the """realism""" (read: pessimism) of mostly any other public company's management. His optimism is one of the primary things pushing Tesla forward - kill that and you kill the company. I mostly care about hard facts on the ground, and these go more than well enough. Along with my investment.
gkoberger 5y ago
Here’s a thread on it: https://twitter.com/nycsouthpaw/status/1511323908129054725?s=21&t=3RSjBTEMrviBLQLscO-tKg https://twitter.com/nycsouthpaw/status/1511323908129054725?s...
dkjaudyeqooe 5y ago
Musk seems to be looking for more ways to pick a fight with the SEC, probably so he can press his perceived grievances.
someelephant 5y ago
He is the "investors".
cloutchaser 5y ago
JumpCrisscross 5y ago
> haven't seen analysis on whether it was illegal He and Twitter will pay the SEC a fine and be done with it. The SEC is a civil agency. And this doesn't seem to rise to the level of criminal negligence. (Practically speaking, he's probably losing his Tesla tweet-review case as a result of this. If he can't figure out if he's an activist when considering a Board seat, he probably needs someone with domain experience looking over his public statements.)
next_xibalba 5y ago
> He filed forms that he was going to be a passive investor This was almost certainly done by a lawyer working on his behalf. This strikes me as a technicality of paperwork that is being seized upon by the media as a way to portray Musk in the worst possible light. > I wouldn't want somebody like him on my board In this hypothetical, what is your role (i.e. fellow shareholder, CEO, employee)? I ask because shareholders (aka the owners of the company) choose the board. Musk owns nearly 1/10th of the company, and is now the largest shareholder, institutional or individual, by a good margin. In other words, whatever your hypothetical role, you wouldn't have much of a choice. Setting the mechanics of boards aside, there is strong case for him being the most successful business person alive. He is right up there with Bezos, Gates, and Zuckerberg. Shareholders should be cheering this on. And there is some evidence, in the form of the stock price, that they are.
- elicash 5y ago
  > This was almost certainly done by a lawyer working on his behalf. Are you arguing that when he signs his name and certifies that the (short) form is "true, complete and correct" that he is not responsible because the form was prepared by an attorney of his? > being seized upon by the media How did "the media" seize on this? When I last checked, there were zero articles. And even if they had, why wouldn't discussion be merited?
  - colechristensen 5y ago
    Does it matter? Was there any consequence of filling out a form then doing something different? I have heard it several times already today, but so what a form was filled out wrong, is there any consequence to that that anybody would care about? (I doubt anybody complaining about it actually knows anything about how important it is, it’s just being latched on to because it’s a way to match events with preexisting opinions)
    - elicash 5y ago
      Yes. He is currently in court claiming SEC is picking on him on another matter and this (and the fact that the filing was late) is likely going to hurt his case with the judge. And while I don't like speculating, since you're asking me to do so I'll add that it's entirely possible that any misrepresentations here get pursued on its own merits, as well.
akyu 5y ago
>He filed forms that he was going to be a passive investor No he didn't.
- bryanlarsen 5y ago
  https://www.sec.gov/Archives/edgar/data/0001418091/000110465922041911/tm2211482d1_sc13g.htm https://www.sec.gov/Archives/edgar/data/0001418091/000110465...
  - gpm 5y ago
    Nowhere on that page does it say anything about being a passive investor?
    - s1artibartfast 5y ago
      it is the bold "13G" at the top of the page.
      - gpm 5y ago
        I see, thanks
    - E4YomzYIN5YEBKe 5y ago
      Rule 13d-1(c): Passive Investors that have not acquired the security with the intent nor effect of influencing control over the issuer, are not an "institutional investor," and are not directly or indirectly the beneficial owner of 20% or more of the security.
      - akyu 5y ago
        That's 13D... we are talking about 13G
  - deleted 5y ago
    [deleted]
  - 5y ago
nvggyjc 5y ago
[flagged]
hayd 5y ago
SEC: S Elon's C.
golemotron 5y ago
> I wouldn't want somebody like him on my board It's his board.
thepasswordis 5y ago
>I wouldn't want somebody like him on my board You wouldn't want the CEO of two of the most innovative, most successful companies of all time on your board? Why?
- johnla 5y ago
  because of personal biases and feelings
  - psyc 5y ago
    Because I checked the temperature on social media, and noticed people with similar politics to mine mock him a lot.
cryptonector 5y ago
Does an investor who declares himself to be passive lose forever the ability to become active? Suppose he comes in saying "hey, I'm going to be a passive investor" and the subtext is "funny you didn't notice me amassing so much of your stock", meaning "I could yet become an active investor and do a hostile takeover". It's not farfetched that management might react to that by saying "we'd rather you become an active investor, and here, you can take a seat on the board if you promise you won't mount a takeover". His intent could have been "passive for now" and mgmt maybe immediately changed his mind. Would that be a crime, or a violation of any kind, or misleading? Would saying "passive" commit him to being passive even if mgmt preferred him to be active? How would other investors get misled by any of this? Couldn't he just as quickly have decided to get out of TWTR and sold his shares, and if so, wouldn't that possibly have done more harm to other investors? What's the law say about this?

throwaway879080 5y ago

Ferrotin 5y ago

Shareholders like him on the board, and they would be even happier if he were running the company, because an Elon-run Twitter would be a lot more profitable.

jermaustin1 5y ago
> an Elon-run Twitter would be a lot more profitable. I'm not so sure about that. He doesn't have a lot of experience with running ad sales. His big breaks have been PayPal (kind of), Tesla and SpaceX. None of which were social, none of which were "free".
- Ferrotin 5y ago
  I’m not sure either (there is of course uncertainty). But in Tesla and SpaceX, he shows good management, while my (outsider) impression of Twitter’s is that it’s dropping the ball. Also, I think Twitter was undervalued compared to its potential, and Elon wouldn’t be buying part of it if he didn’t think he could turn a good profit.
  - blendergeek 5y ago
    > and Elon wouldn’t be buying part of it if he didn’t think he could turn a good profit. Unless he was buying a seat on the board so that he could help effect change that he desired.
- rhacker 5y ago
  My paypal account is free. It is way more useful than my twitter account which I don't even know my handle.
  - seized 5y ago
    It's free to someone who only buys product. It's not free to someone receiving money.
  - jonwachob91 5y ago
    Your paypal account charges you every time you make a transaction. It is not free.
    - openknot 5y ago
      This is false. There is no fee when making a purchase in at least the US or Canada [0]. The exception is when there is a currency conversion involved (about a 4% fee). There are fees when receiving money as a result of selling a product or service, which is where PayPal makes (likely most) of its money. [0] https://www.paypal.com/us/webapps/mpp/paypal-fees https://www.paypal.com/us/webapps/mpp/paypal-fees
      - jimnotgym 5y ago
        It is not false, when you pay for a product with paypal it takes a fee off the person receiving the money. The person receiving the money knows of this cost in advance so adds it onto the price in advance. Therefore the purchaser pays.
        openknot 5y ago
        It's not always true that a vendor receiving money will increase prices to pass the PayPal fees to the consumer. You can see that many checkouts offer multiple options (e.g. both PayPal, Stripe, and/or other methods), with the item price usually the same even if each method has a different fee. The idea is that you want to make purchasing as convenient as possible, as it costs more to lose a sale, versus paying an incremental fee difference with PayPal. If a vendor makes PayPal purchases slightly more expensive, it can cause bad will with the customer (who is less likely to return and make more purchases). Exceptions are sometimes with one-off purchases (e.g. a conference ticket or course fee). Separately, the original comment asserted that the PayPal account charges you each transaction (which is false). The new argument is different, which asserts that a vendor may charge you more due to PayPal fees.
- dangwu 5y ago
  So you think he got 3 lucky breaks when with electronic payments, electric cars, and space rockets, and Twitter is too hard?
  - jimnotgym 5y ago
    He got a lucky break with payments that allowed him to try his luck on the other two
- fallingknife 5y ago
  He didn't have a lot of experience in cars or rockets either.
elicash 5y ago
It's certainly true that the stock is currently way up on the news of his investment. I personally would not invest in a company where I cannot trust claims being made by the board.
- SuoDuanDao 5y ago
  I am so curious as to what's in your portfolio...
Overtonwindow 5y ago
More profitable, more open, and more fair to all voices. Twitter has become a liberal vacuum that, as a liberal, has gone way too far to the left in silencing voices. It's not a private company, it's a public company, and I hope Elon turns it around into a true, free speech town square, instead of just an echo chamber for blue checks.
- frob 5y ago
  No, it is literally a private company. Which is why we are having this discussion based off of SEC filings. Edit: sorry, I mixed up public company and public good. Twitter is a public company, but not a public good.
  - himinlomax 5y ago
    If it wasn't a public company, it wouldn't be under the SEC's jurisdiction.
    - JumpCrisscross 5y ago
      > If it wasn't a public company, it wouldn't be under the SEC's jurisdiction All securities are under the SEC's jurisdiction, including those issued by unlisted companies, e.g. start-ups.
  - xeromal 5y ago
    I believe they mean public in the publically-traded sense, but I agree with you. It's not in the public (citizen controlled) sense
  - Ajay-p 5y ago
    I don't think that means what you think it means, perhaps you are international? A Public company is one that is owned by shareholders of a public exchange. This is why Elon can buy into it and become a member of the board. If it were a private company he could not do that.
  - dahfizz 5y ago
bobkazamakis 5y ago
he hasn't had any experience running a company that doesn't rely on subsidies in over a decade but I appreciate your optimism.
deleted 5y ago
[deleted]
deleted 5y ago
[deleted]

justapassenger 5y ago

Misleading investors is one of Elon’s main jobs. And he’ll continue doing so, as we doesn’t face any consequences for it (expect for becoming ultra rich).

emteycz 5y ago
Are you a shareholder of TSLA? I am, and I am happy with Elon.
- justapassenger 5y ago
  You can generate great returns for investors and mislead them at the same time.
  - emteycz 5y ago
    I don't feel being misleaden. Yes, Elon is sometimes over hyping things. I don't mind. He makes extremely cool stuff which sells by its merit. I like the visionary talks because a company that never talks about the possibilities of future is super-boring and IMHO can't be as successful as Tesla is - even if it doesn't materialize in the specified time span or in its entirety - because there'd be nothing truly new, just linear change otherwise.
    - eganist 5y ago
      > I don't feel being misleaden. That doesn't mean you weren't. The rest of your comment almost reads like stockholm syndrome - or mostly just rationalizing being misled.
      - emteycz 5y ago
        Let me decide that, thanks. There's nothing to rationalize. Elon had some nice visionary talks which I like, but mostly don't care about - and I'm not going to be mad just because he said something will be in 3 years and it's in 6 or 9 - even 12 is good in my eyes, so what. I like his optimism much more than the """realism""" (read: pessimism) of mostly any other public company's management. His optimism is one of the primary things pushing Tesla forward - kill that and you kill the company. I mostly care about hard facts on the ground, and these go more than well enough. Along with my investment.

gkoberger 5y ago

Here’s a thread on it: https://twitter.com/nycsouthpaw/status/1511323908129054725?s=21&t=3RSjBTEMrviBLQLscO-tKg https://twitter.com/nycsouthpaw/status/1511323908129054725?s...

dkjaudyeqooe 5y ago

Musk seems to be looking for more ways to pick a fight with the SEC, probably so he can press his perceived grievances.

someelephant 5y ago

He is the "investors".

cloutchaser 5y ago

JumpCrisscross 5y ago

> haven't seen analysis on whether it was illegal He and Twitter will pay the SEC a fine and be done with it. The SEC is a civil agency. And this doesn't seem to rise to the level of criminal negligence. (Practically speaking, he's probably losing his Tesla tweet-review case as a result of this. If he can't figure out if he's an activist when considering a Board seat, he probably needs someone with domain experience looking over his public statements.)

next_xibalba 5y ago

> He filed forms that he was going to be a passive investor This was almost certainly done by a lawyer working on his behalf. This strikes me as a technicality of paperwork that is being seized upon by the media as a way to portray Musk in the worst possible light. > I wouldn't want somebody like him on my board In this hypothetical, what is your role (i.e. fellow shareholder, CEO, employee)? I ask because shareholders (aka the owners of the company) choose the board. Musk owns nearly 1/10th of the company, and is now the largest shareholder, institutional or individual, by a good margin. In other words, whatever your hypothetical role, you wouldn't have much of a choice. Setting the mechanics of boards aside, there is strong case for him being the most successful business person alive. He is right up there with Bezos, Gates, and Zuckerberg. Shareholders should be cheering this on. And there is some evidence, in the form of the stock price, that they are.

elicash 5y ago
> This was almost certainly done by a lawyer working on his behalf. Are you arguing that when he signs his name and certifies that the (short) form is "true, complete and correct" that he is not responsible because the form was prepared by an attorney of his? > being seized upon by the media How did "the media" seize on this? When I last checked, there were zero articles. And even if they had, why wouldn't discussion be merited?
- colechristensen 5y ago
  Does it matter? Was there any consequence of filling out a form then doing something different? I have heard it several times already today, but so what a form was filled out wrong, is there any consequence to that that anybody would care about? (I doubt anybody complaining about it actually knows anything about how important it is, it’s just being latched on to because it’s a way to match events with preexisting opinions)
  - elicash 5y ago
    Yes. He is currently in court claiming SEC is picking on him on another matter and this (and the fact that the filing was late) is likely going to hurt his case with the judge. And while I don't like speculating, since you're asking me to do so I'll add that it's entirely possible that any misrepresentations here get pursued on its own merits, as well.

akyu 5y ago

>He filed forms that he was going to be a passive investor No he didn't.

bryanlarsen 5y ago
https://www.sec.gov/Archives/edgar/data/0001418091/000110465922041911/tm2211482d1_sc13g.htm https://www.sec.gov/Archives/edgar/data/0001418091/000110465...
- gpm 5y ago
  Nowhere on that page does it say anything about being a passive investor?
  - s1artibartfast 5y ago
    it is the bold "13G" at the top of the page.
    - gpm 5y ago
      I see, thanks
  - E4YomzYIN5YEBKe 5y ago
    Rule 13d-1(c): Passive Investors that have not acquired the security with the intent nor effect of influencing control over the issuer, are not an "institutional investor," and are not directly or indirectly the beneficial owner of 20% or more of the security.
    - akyu 5y ago
      That's 13D... we are talking about 13G
- deleted 5y ago
  [deleted]
- 5y ago

nvggyjc 5y ago

[flagged]

hayd 5y ago

SEC: S Elon's C.

golemotron 5y ago

> I wouldn't want somebody like him on my board It's his board.

thepasswordis 5y ago

>I wouldn't want somebody like him on my board You wouldn't want the CEO of two of the most innovative, most successful companies of all time on your board? Why?

johnla 5y ago
because of personal biases and feelings
- psyc 5y ago
  Because I checked the temperature on social media, and noticed people with similar politics to mine mock him a lot.

cryptonector 5y ago

Does an investor who declares himself to be passive lose forever the ability to become active? Suppose he comes in saying "hey, I'm going to be a passive investor" and the subtext is "funny you didn't notice me amassing so much of your stock", meaning "I could yet become an active investor and do a hostile takeover". It's not farfetched that management might react to that by saying "we'd rather you become an active investor, and here, you can take a seat on the board if you promise you won't mount a takeover". His intent could have been "passive for now" and mgmt maybe immediately changed his mind. Would that be a crime, or a violation of any kind, or misleading? Would saying "passive" commit him to being passive even if mgmt preferred him to be active? How would other investors get misled by any of this? Couldn't he just as quickly have decided to get out of TWTR and sold his shares, and if so, wouldn't that possibly have done more harm to other investors? What's the law say about this?