But wait, you say: Ambitious or not, Musk met the targets. Doesn’t that count for something? Well, sure. If I bet you that next year I will write a book that spends 26 weeks on The New York Times bestseller list, and if I write that book, and if the book spends 26 weeks on the bestseller list, then you have to pay up, right?
But there are limits. If I bet you $100, or $1,000, or even $5,000, I might reasonably expect you not to welsh. But let’s suppose I bet you $1 million. And let’s further suppose, not unreasonably, that you would never agree to betting so much if I didn’t possess an unwholesome degree of leverage over you. Finally, let’s suppose that the full extent to which I exercised that leverage was unknown to your wife or husband, with whom you share all monetary assets. In that circumstance, you should not have to pay up.
Musk’s pay package wasn’t merely generous; it was, according to Judge McCormack, “the largest potential compensation plan in the history of public markets.” It was larger by a factor of 250 than “the contemporaneous median peer compensation plan” (already outrageously high) and larger by a factor of 33 than “the plan’s closest comparison, which was Musk’s prior compensation plan.” It was a ridiculous amount of money pledged to someone who already was absurdly rich and who, because of commitments to Space X, Neuralink, Boring Co., and now Twitter, was only a part-time employee.