SpaceX Seeks to Move Incorporation to Texas From Delaware (1)

SpaceX is seeking to convert the location of its business incorporation to Texas, according to a filing with the Texas Secretary of State’s office, becoming the latest Elon Musk-led company to ditch Delaware.

The Wednesday filing comes after Musk’s almost $56 billion pay package at Tesla Inc. was voided by a Delaware judge in January. Immediately after the ruling, the billionaire said he would summon Tesla shareholders to vote on moving the electric-vehicle maker’s incorporation to Texas. He has not yet made such a request.

In a social media post, Musk said, “SpaceX has moved its state of incorporation from Delaware to Texas! If your company is still incorporated in Delaware, I recommend moving to another state as soon as possible.”

It isn’t the first Delaware exit for Musk since the pay decision. One of the six companies he controls, Neuralink Corp., was reincorporatedin Nevada on Feb. 8. Moving Tesla out of Delaware will take more steps because it’s publicly traded, unlike SpaceX and Neuralink.

SpaceX already has a massive footprint in Texas. The company operates an engine development and testing facility in McGregor, a small town near Waco, and it recently established a Starlink satellite manufacturing facility outside of Austin. The company also constructed a massive rocket production facility called Starbase near Brownsville, where it builds and launches its next-generation behemoth rocket called Starship.

Musk moved Tesla’s headquarters to Austin in 2021 from California, after criticizing the state’s Covid restrictions.

Moving SpaceX’s incorporation would be a huge boon for Texas leaders, who have sought to lure companies by touting the state’s low taxes and light regulatory touch. SpaceX, which holds massive launch contracts with both NASA and the Department of Defense, is valued at almost $180 billion — the second-highest of any private company in the world.

Earlier on Wednesday, Musk and the Tesla investor who successfully challenged his pay package said they were discussing asking Chancery Court Chief Judge Kathaleen St. J. McCormick to put her decision on hold.

That case marked the second legal setback Musk suffered in the First State. In 2022, Musk abandoned his court fight to back out of his $44 billion offer to buy Twitter Inc. after a series of tough rulings, also by McCormick.

Musk renamed the company X and shifted its incorporation from Delaware to Nevada.

(Updates with SpaceX operations in Texas, Musk comment.)

--With assistance from Kelly Gilblom.

To contact the reporters on this story:
Madlin Mekelburg in Austin at mmekelburg@bloomberg.net;
Loren Grush in Austin at lgrush@bloomberg.net

To contact the editors responsible for this story:
Misyrlena Egkolfopoulou at megkolfopoul@bloomberg.net;
Catherine Larkin at clarkin4@bloomberg.net

Eric Johnson, Steve Stroth

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