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New York, California pension leaders oppose 'extreme' SpaceX control structure
The officials, overseeing more than $1 trillion in retirement assets, urged SpaceX to drop terms that would weaken shareholder rights.
On Wednesday, New York State Comptroller Thomas DiNapoli, New York City Comptroller Mark Levine, and California Public Employees' Retirement System CEO Marcie Frost sent a letter to CEO Elon Musk challenging SpaceX's proposed governance structure for its upcoming $75 billion initial public offering.
The officials described the plan as "extreme," warning it "would constitute the most management-favorable governance structure ever brought to the U.S. public markets at this scale," and urged Musk to adopt baseline protections for long-term institutional capital.
Their letter flagged mandatory arbitration, related-party transactions, and Texas laws requiring shareholders to hold up to 3 per cent of stock to pursue litigation—a threshold likely only Musk could meet.
SpaceX's pursuit of early Nasdaq 100 inclusion positions it as an unavoidable holding for pension portfolios, making governance standards a matter of systemic importance for the funds' long-term shareholders.
Citing Musk's regulatory history, including a 2018 SEC settlement and a proposed $1.5 million settlement in May, the pension leaders flagged risks from his concurrent leadership of Tesla, xAI, and other companies.
SpaceX is on the verge of probably the largest IPO in history. Potential investors are very interested, but future shareholders must be prepared to have little rights vis-à-vis the company and its boss.