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Was this all calculated stock manipulation? It feels like Musk’s modus operandi: 1: Invest in something, 2: Tweet about it. 3: Grossly violate FTC regulation, 4: profit
Musk usually doesn't do the profit part, which is why he can settle with the SEC for pennies (relatively speaking).
Didn't he profit (in terms of net worth, I guess he didn't realize any gains yet) by not disclosing when he hit the 5% mark?
Yes but he didn't sell as you say. Same with dogecoin, the "funding secured" debacle, and all his other stuff. He does something stupid and probably illegal, but doesn't actually take the crucial steps to profit and complete the scam. The image he portrays (I'm tempted to say cultivates) is that of someone above the law who doesn't give a fuck, not that of a common pump-and-dump scammer.
In his own words, he pumps, but he never dumps.
He profited from his pumping in a lot of ways, just not by selling stock.
The reality is folks valued his potential input. That said I think a board role was a bad fit. He'd have to agree not to acquire more stock (he could personally easily buy 51% of twitter - 4% of his net work probably).

Also, he's too strong minded.

A recap of his ideas:

* A limited edit button. * Move it to a paid service * No ads to avoid corp pressure to censor voices.

My guess - he'd be in a conflicted position if he ever wanted to start / do his own social network. And these changes are WAY outside of the comfort zone of FTC etc.

It's about 7% fwiw (although it would cost him some more in taxes to get the cash to do so, he'd have to sell Tesla and realize gains).
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Couldn't he take out a loan using his Tesla stock as collateral, and use that to fund a purchase of Twitter? That way he'd avoid selling any stock (and having to pay taxes on the sale), although he'd have to somehow fund the interest payments on the loan (which could be done through smaller stock sales, which would incur taxes, but he'd still pay less tax selling to fund the interest than selling to fund the principal.)
Rich people do this to buy yachts and sports cars (for I dunno, tens of millions), but borrowing $15 billion? I'm kinda skeptical any banks would bite here.

The collateral would be a huge portion of his Tesla stock, enough that a crash in TSLA could put the whole loan at risk.

To quote Oracle's 2021 definitive proxy statement, "As of September 13, 2021, Mr. Ellison, Oracle’s Founder, Chairman, CTO and largest stockholder, had pledged 317,000,000 shares of Oracle common stock as collateral to secure certain personal indebtedness". On that date, ORCL closed at US$87.91. So Larry Ellison had pledged approximately US$27 billion of ORCL stock to cover his personal loans. That doesn't tell us how big those loans actually are, but obviously the loan principal is in the billions not millions – it could easily be over US$10 billion. So if banks are willing to lend Ellison a few billion, why not Musk too?

Also, Musk may be able to find some co-investors (fellow billionaires, private equity, etc) who believe that Twitter would do better with a Musk-selected executive leadership team than with its current one, and so would be willing to support Musk in taking control.

Tesla could loan him money against his stock. Not only that, but he could repay the loan in stock. This was a very popular C-level perk at a bunch of companies.
(a) He can quit the board anytime. “Potential“ is not inherently a conflict of interest.

(b) A social network full of only Elon Musk fans (maybe call it Government-Subsidized Emerald Mine) would be a pretty thin slice of humanity.

> My guess - he'd be in a conflicted position if he ever wanted to start / do his own social network.

That would likely take his time away from other things he cares more about, such as Tesla and SpaceX. Whereas buying up Twitter stock – even buying 100% and taking it over completely – doesn't take up much of his time at all. Even a board seat would have only been a modest time commitment, far less than starting a new social media company from scratch would be.

> And these changes are WAY outside of the comfort zone of FTC etc.

Why would those changes be outside the FTC's "comfort zone"?

FTC's chief concerns are (1) consumer protection, (2) antitrust/competition. I don't see how the changes you mention would impact either.

> Why would those changes be outside the FTC's "comfort zone"?

I am also confused. Perhaps foregoign Ad-tech revenue would be against the supposed fiduciary duty?

That's really only an issue if enough of the shareholders decide to sue or you're straight up abusing your position (i.e. embezzling).

Otherwise, you can always make some stuff up about it being a long-term strategy. But, fundamentally, making a bad call isn't a violation of fiduciary duty (unless there's documents saying you know it will tank beforehand and you do it anyway).

That would also be an issue for the SEC, not the FTC.
A fair point.

I'm not sure how the FTC would be involved here. My understanding is that the exchange between twitter and most of its users doesn't rise to the legal designation of "trade" (excluding twitter blue users, of course), unless the OP meant the FTC would get involved between Twitter and their advertisers.

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Does he do that?

What did he Invest in something/Tweet/Violate FTC/Profit from?

If you're referring to Tesla, you missed the part where he: Lead the delivery of a ridiculous amount of value to the company unrelated to any tweets.

> What did he Invest in something/Tweet/Violate FTC/Profit from?

Dogecoin and Bitcoin.

He pumped and dumped the former pretty directly. He pumped and dumped Bitcoin by saying that Tesla would start to accept it as payment, and then he said that the price was too volatile and they wouldn't actually do that anymore.

He pumped and dumped Bitcoin again later, but I forget the circumstances.

Right, the currencies that are built on "trust-less networks" and are resistant to government interferences. But a single person can manipulate the entire currency with some tweets and a bit of capital. cool cool cool.

Did Elon profit from that? i.e. He bought at the bottom and sold at the top? Or did he lose along with everyone else in the "dump" phase?

Bitcoin: You don't have to trust anyone... except Elon.

> Did Elon profit from that? i.e. He bought at the bottom and sold at the top?

That same quarter, Tesla reported almost $500 million in realized capital gains on BTC.

And Elon owns Tesla stock.

The rest is left as an exercise to the reader.

You are missing the part where they were accepting bitcoin as payment for cars. So how much of those gains were for Cars sold, vs inflated Bitcoin price based on Elon tweets?
Dogecoin and all the Tesla crypto shenanigans he pulled last year.
Like the time he specifically tweeted that he had investment to take Tesla private that affected stock price, but turned out to not actually have happened?
He profited from that? That happened in 2018... the share price looks like a kind of flat line compared with the mountain of growth in 2020-2022?

He lost $20 million personally for that. Also isn't he suing the SEC over that, claiming he did have funding secured, and claiming he only settled because he was worried about the court cases given he wanted to raise more money?

If you honestly think Elon cares about money/profit at this point, you don’t know jack about Elon.
Is it safe to assume that you’ve never met him before? I don’t understand why people say stuff like this about people they don’t know.
And you do? Please tell us more..
As an entrepreneur, I’ve been following Elon’s progress going back to when he sold zip2. It became evident he was an outlier when his new company merged with then sold PayPal and so I’ve been following him closely since that time - I don’t think there is an interview of his I haven’t watched. Adding all those up, it’s probably over 60 hours of interviews over a roughly 20 year timeline.

It’s not just the hours of interviews but also the ability to see how his actions play out over time.

This is why I can state confidently that he doesn’t give a rats ass about money or profit (other than using that wealth towards making humanity multi-planetary species). If you feel that is a greedy goal, than so be it, but he is not interested in money for himself

> he doesn’t give a rats ass about money or profit

Is that why he keeps lying on Twitter that SEC has had to go after him?

Huh? What does that have to do with anything? Now you’re just being totally ignorant
Subject to background check
Haha i was just thinking that, maybe he didn't pass? :)
I read that as a troll to bite back at Musk's humorous posts of the last couple of days.
Alas, enough clearance to shoot rockets but not to join Twitter's board.
This allows Elon to buy a larger % (the previous agreement to get a seat capped him below a controlling share)
I suspect this is involved - and it will be easy enough for Musk to support someone for the board at the next election.
This particular instance aside, what possible sane regulatory changes could discourage this sort of manipulation? Modern social media is poking holes in a system that reacts too slowly and too inconsistently when questionable actors stir the pot.

The only thing I can think of is a slower exchange, where trades happen on the order of days, or better yet weeks or months, where this sort of thing becomes a wash.

I have no interest investing in hype speculative bubbles, I'd rather place medium to long term bets on industry players. Or maybe the solution is just to stop reading the news?

Is this type of manipulation really a result of social media? It was entirely possible before: rich investor announces purchasing of a large stake in public company, event is reported in traditional media (newspapers), rich investor is offered and accepts board seat, rich investor backs out.
Not new at all. What I think might be new is the confluence of that type of manipulation with a much more primitive pump style that's been greatly amplified by social media.

When I was about 21, I opened my first trading account. On E*Trade. Early days for online trading. I spent a lot of time researching stocks, but I was just a kid and was pretty unhip to the many ways things could be manipulated. Thank God there wasn't WSB at that point. So one night I'm sitting at a restaurant bar, waiting for food, and these two stock brokers are sitting next to me talking about a series of trades they were planning on a penny stock, a startup drug company. Natch, I listened in and they noticed and were happy to share their inside info with me. "It's $0.10, just make sure you unload it at $0.50. No more than a week." Great. I went home, looked at this thing, and put in an order for about a third of my savings. It was an OTC stock. Three days later, it shot up to $0.60 and I tried to sell it. And........ nothing happened. E*Trade was a no go. Couldn't make them execute it on the phone. The stock started to spiral. Next day, no sale. No market maker. No one buying. Stock collapsed to $0.05. I called my dad and told him about this wild ride and all he said was, "you got hustled by those guys at the bar." And incredibly, that had never occurred to me.

Take that level of innocence, multiply by a few million young investors on social media who think Elon is Jesus, and, well, market manipulation can scale up exponentially.

> Or maybe the solution is just to stop reading the news?

Partly. Always be skeptical on what is reported on the news, especially the mainstream media. Twitter is just an echo chamber of brainless parrots manipulating users for their clicks who believe everything on the platform, even with a silly verified checkmark.

Enforcement is what discourages manipulation. The SEC could make a case that Elon intentionally manipulated the stock, (particularly with his late and then mis-filing of the 13G and 13D), that he then announced he was going to join the board only to then reverse only a few days later. The final key piece of evidence will be any further trading activity; has he already begun to sell his stake? If so it doesn't look good. They can see his trading activity without any public disclosures. Given his history of manipulating Tesla stock via Twitter, and violation of the settlement, and then the recent shenanigans around his selling stock to pay for taxes, I'm sure they're already taking a close look at him.
I don't think he's stupid enough to unload now. He'd be doomed.

I appreciate you setting the right tone with "Enforcement is what discourages manipulation."

Is it illegal for him to sell his stock without publicly announcing it?
A very odd set of events and no explanation regarding Elon's change of mind. A pessimist would think that Elon has decided to go for a "hostile" takeover since he is no longer bound by the percentage holding cap. An optimistic would think that Elon had enough self-awareness to realize it would be an overall distraction for Twitter with little benefit.

It amuses me more than it should that the CEO of Twitter has posted an image of text (from the iOS Notes app?) to get around the Twitter character limit.

maybe his lawyers informed him he made a mistake. he filed the disclosure on Schedule 13G which prevents him from joining the board, rather than 13D if he wants to do so.

but then again, i wouldn't put it past elon to do all the things that the SEC explicitly tells people not to do.

I’m not especially intimate with American bureaucracy. Does filing under the wrong schedule really prevent him from joining the board? Can’t he just file a correction?
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Had the same thought, and looking at the SEC guideline, it seems 13D is the comprehensive one to be used by default, and 13G can only be filed under specific circumstances. At Elon’s level, it feels a lot more malicious than “oops, wrong form”

https://www.investor.gov/introduction-investing/investing-ba...

Elon is 100% not filing anything. His time is too valuable to be doing TPS reports. His attorney would have done it.
While Elon's not typing the forms on the SEC website, I can't imagine his attorneys deciding by themselves how and when they will file to the SEC, when there are further consequences down the line.

Elon has always been in hot waters with the SEC and should have all the attorneys in the world making sure all Is are doted and Ts crossed. I'd think we're in a reverse Hanlon's razor situation: don't assume incompetence when it can readily be assumed to be malice.

Yes, it probably would, he did file the correct form as he was joining the board.
It's not as easy as just filing a correction, there are different timelines for when large share acquisitions must be disclosed. It's intended to make financial markets fairer.

If he wants to join the board he needed to have filed correctly disclosing his acquisition of the shares earlier. To do otherwise is illegal and the SEC will surely take legal action. Filing now can't make everything OK, Elon can't go back in time and retroactively disclose the purchase.

He did file a 13D as a follow up.
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> A very odd set of events and no explanation regarding Elon's change of mind.

I don't know about the regulatory guidelines which would or would not have barred Elon from exercising any sort of control in the board, but my sources from Twitter are telling me that folks were not happy about the prospect of Elon wanting to change Twitter to be in his image and it's likely this that the higher-ups communicated to Musk and told him to please back away (hence the 'I believe this is for the best' affirmation line from Agrawal himself).

Elon's companies have a unique and very different culture in comparison to Twitter. Of course, Elon was not set to be CEO, but to your point, the prospect of "Elon-ification" of Twitter was going to upset a lot of employees.

The part I don't get: why is Elon still tweeting ideas for improving Twitter and shaking things up?

> The part I don't get: why is Elon still tweeting ideas for improving Twitter and shaking things up?

He's still the largest shareholder and he has a lot of soft power to sway opinions in the public sphere.

> The part I don't get: why is Elon still tweeting ideas for improving Twitter and shaking things up?

That is weird, trolling doesn't seem like Elon's thing at all.

Where have you been? The man lives to troll.
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I'd argue he lives to be seen as a troll.

As an actual troll he hasn't really done much but post tired memes until buying a large stake in Twitter. Time will tell whether he's actually going to do anything interesting with this stake but based on track record I'm going with no.

Most of what qualifies him as a troll could be gleaned from a ten minute crash course in /b.

Well, is 'qualifying as a troll' really about appealing to the connoisseurs, the academy of trolling experts?

Or is it about making the most people the angriest?

It's like arguing about whether McDonald's is good food.

Some people think that suggesting an Edit button is telling.

"Here is the only imaginable use of an edit button. You post a tweet saying “I love puppies” with a picture of a cute puppy. A thousand people retweet your tweet; a thousand more quote-tweet it with comments like “what a good boi!” A week later, you edit the tweet to say “I think the Nazis got a bad rap,” with a picture of Hitler. Years later, a professor is denied tenure because someone digs through her old tweets to find that she called Hitler “a good boi.” This is absolutely the only purpose for the edit button, and oh man does accomplished Twitter troll Elon Musk know that. "

(Matthew Levine last week)

There are fixes to this though.

Limit the time the tweet is editable, and postpone publishing tweets until that timer has run out.

Or show a history of what the post has looked like.

Or just make edit button append text at below tweet, immediately visible in contrast to next tweet in chain.
Why not both? If you want to edit posts after the initial deadline, that could be the next step.
Yeah, normal editing for X minutes, then append only seems to be good solution.
The former would completely negate the point of editing vs. deleting which one can already do.

The latter... perhaps, I guess? But then why bother? Are people so desperate to keep their internet points proxies by retweets and likes that they can't fathom reposting if there was an egregious error?

To me the whole exercise is one of malicious populism. It's an idea that appears liberty-generating on the surface and is used to gather a mob but has no real utility.

Enough people want the feature, whether you see the point or not.
Elon is a massive troll, to the point that I bet he has accounts on random networks dedicated to trolling people anonymously.
The board did not want him, but he is still the majority shareholder and may actually want to accumulate more shares than would have been possible if he had joined the board.

Maybe he'll use his influence to replace the board with people who are less politically polarized. Maybe his new board will re-write the charter so he can eventually become CEO.

I don't think this game is over.

Not joining the board doesn’t change the fact he is the largest single Twitter shareholder. He didn’t buy that stake because he thought it was a great company as is.
You'll get it if you realize he is trolling.
>> hence the 'I believe this is for the best' affirmation line from Agrawal himself

He also says in the previous paragraph that they [had?] believed that having Musk on the board would "be the best path forward." It's sort of a Rorschach test. You could divine either opinion you wanted from the post.

The CEO's job, much like a politician's, often involves giving out statements that are a series of Rorschach tests. That's what you do to appease and assuage multiple parties simultaneously.
Maybe that’s why Dorsey left
It seems to me that Parag welcomed initially for Elon to be on the Board but then the tweetstorm Elon sent on Dying company, Twitter SF HQ, removing ads from their Subscription and accepting Doge for it, and the current Board/CEO may have thought that all this would be too much to handle so they may have pushed him out of the Board? Sounds like this tweet storm over the weekend may have contributed to this outcome.
Good thinking if they did. Letting him onto the board of Twitter would basically be like letting a cokehead run a drug cartel.
When it's Elon, you got to wonder if he did the whole thing to embarrass them. They can't stand him, but for a brief while he made them pretend to welcome him.
From an article titled "Elon Musk to address Twitter staff after internal outcry"[1]:

> Employees raged on internal message boards, expressing fears Musk will sabotage their culture and make it hard to do their jobs

[1] https://www.washingtonpost.com/technology/2022/04/07/musk-tw...

- "CEO of Twitter has posted an image of text (from the iOS Notes app?)"

At least he made the effort to include accessible alt-text. (Interestingly, the accessible text differs *slightly* from the picture-of-text version -- different draft revisions? Even social media CEO's don't seem comfortable with this workflow).

edit: here's a diff with highlighting: https://i.imgur.com/R9wf2H5.png

I'm relying on Verge's transcription of the screenshoted text,

https://www.theverge.com/2022/4/10/23019802/elon-musk-not-jo...

Thanks for the diff! But for the love of god would you please enable word-wrapping?

I'm so sorry to continue: please introduce some padding while you're at it; the text being so close to the window borders in stock emacs is so offputting. Signed with love, a recent emacs convert.

edit: I see word-wrapping now, thanks!

I've uploaded a new version with word-wrapping. Sorry for that!

Yeah, my emacs config is a work in progress.

> my emacs config is a work in progress

And so it shall remain

> Yeah, my emacs config is a work in progress

Hahaha Sisyphus had a similar problem

Perhaps the alt text is condensed to comply with a limit? Looks like the same information for the most part.
Yes, that was my first thought too. Not everything is a conspiracy or a mistake.
That diff is a great lesson in Plain English. The version that looks ~50% longer provides no additional information.
True for every language
I think their point is that less is more.
It was meant as a supporting statement rather than a correction. I write copy in several languages, and trimming fat is key.
At least the alt-text makes sense. The image has so many mistakes in it. Words are missing, sentences left dangling. The alt-text was probably the template they gave him.
i wonder how the original text would have fared if it went through the grammarly filter instead.
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These are widely different tones and messages, if you have the other for context. Especially the bit about how “we’re still in control”. Seems obvious that a takeover is imminent.
Oh wow. I was honestly annoyed the conversation was a tangent about alt text. Then you all found evidence that he withdrew for takeover reasons. Time to eat some humble pie. (I also have blind friends, and suddenly feel terrible about diminishing the importance of alt text.)

What an interesting mistake. There must have been three or four messages. I wonder if the CEO acted alone or as a part of a team.

Talk about “no good deed goes unpunished.”

But the alleged "takeover reasons" bit is in the published text, not the alt text.
Haha.

Whoops. Time to bow out.

(Thank you for pointing out the mistake so gracefully. Have a good night.)

One problem with Twitter’s alt text is that it’s too short. I copy paste HN comments into alt text, but am almost always met with an error. In that situation I just link to the original comment, but the CEO couldn’t do that here.

Hahah it's not your day today or seems :P
Makes no difference, we now know he revised that portion of his message to emphasize autonomy and mulled over it. It’s a view into what he’s thinking.
Don’t think their current CEO ever came across as the “acts alone” sort to be honest.
Where's the "we're still in control" bit?
The final version's "the decisions we make and how we execute is in our hands, no-one else's".
Aha! I had interpreted it as a direct quote. That makes sense.
It's the "our decisions remain in our hands" thing, if I understand correctly.
It is all very odd: Why mention fiduciary responsibilities, background check, formal approval, we are in control unless all these things were in question?
It could be a legal CYA to explain why the board seat was tweeted about but didn't happen. It may be that list is standard boilerplate and needed to be referenced.
It’s 1000 characters exactly.
My bet is on the plan to purchase more of Twitter until it is all his. Honestly, he's probably a better suitor or steward for Twitter than any of the other dreck they've run out there since 2014.
Being on the board would also prevent him starting a competing service right?
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> An optimistic would think that Elon had enough self-awareness to realize it would be an overall distraction for Twitter with little benefit.

Assuming Musk did take over Twitter, he wouldn't need to be much of a distraction. He could dictate a few rules (don't moderate Twitter, don't ban anyone, etc.) and then leave the company to function as it did before.

I think what he doesn't realize is that reducing moderation on Twitter would lead to a death spiral. Humans would find it less useful, and bots would find it more useful. No one wants to be on a platform that is 99% bots posting inflammatory political content.

I don't think Musk's ideas about free speech extend to allowing unfettered botting.
I wonder whether he's really thought about the technical ramifications, though. Even an edit button would have pretty major consequences and things could get into the weeds pretty fast if you had to start diffing edits to see who retweeted what at which point. This might be the kind of thing that would be a major distraction for Musk if he started to put his engineering mind to it, rather than just making a few snarky quips and letting people make of them what they will.
Comment isn't referring to spam bots, but the bot networks used for astroturfing.
The "bot networks used for astroturfing" are a much used fiction of pro-Musk and anti-Musk people alike. They basically don't exist. Upvote bot networks exist certainly however.
There is plenty of evidence they do, can you prove the contrary?
Proving a the lack of existence of something is impossible.
In other words, you're making a claim that's impossible to verify?
https://www.ncbi.nlm.nih.gov/pmc/articles/PMC6246561/

> Here we analyze 14 million messages spreading 400 thousand articles on Twitter during ten months in 2016 and 2017. We find evidence that social bots played a disproportionate role in spreading articles from low-credibility sources. Bots amplify such content in the early spreading moments, before an article goes viral.

I would also be interested in finding more studies that relate to what percentage of scientific research Americans thoughtlessly write off as "fiction" and the corresponding media diets.

Different cases. Those things are funded by politicians and foreign governments to influence the general populace. The scale is completely different.
What does that even mean? The study refers to the type of bots I was talking about, the same as I suspect that comment's GP is talking about. If there's an extra special variety of astroturfing bots that don't exist, that's great. It seems obvious to me that this discussion was about bots that do exist.
You should be aware that academic research into Twitter bots is indeed unreliable. Calling it fiction wouldn't be far wrong. A selection from the many issues you'll find if you read such papers:

- Inability to be replicated, not even in principle.

- Using definitions of "bot" that captures verified humans like e.g. the POTUS.

- Ignoring false positives in the data set or not even trying to measure them at all.

- Using opaque ML models trained off an irrelevant data set which (when measured by outsiders) have 50%+ FP rates.

- Logic errors and difficulty reasoning about causality.

- Mis-statements about what their own data actually shows.

- Refusal to acknowledge or address any of these problems.

There's a paper that thoroughly debunks this field here:

https://papers.ssrn.com/sol3/papers.cfm?abstract_id=3814191

and it's also available in talk form here:

https://archive.org/details/hopeconf2020/20200726_2000_Peopl...

and if you're in a hurry I summarized the paper here:

https://blog.plan99.net/fake-science-part-ii-bots-that-are-n...

NB: Some of my own meta-research into these papers is cited in their paper and talk.

Edit: I took a quick look at the paper you linked and it has many of the same problems. Amongst other things it explicitly classifies satire as "digital misinformation". One of the authors is Flammini who is well known for writing nonsensical pseudo-scientific papers in this space, in fact, he's mentioned in the talk linked above.

How can anyone tell the difference between a fascist disinformation network and a sincere idiot?
Well, one has a social security number. Just look at all the information Facebook takes from people, requiring a government issued credential to verify your account isn't even farfetched anymore.

Many governments have been rolling out SSO for their suite of digital service applications, I can totally imagine an "internet passport" type situation in the future, where a government issued SSO authorization can be used by social media companies.

For the record, I'm wholeheartedly against that kind of thing, but it's hardly beyond the pale for the companies in question I think.

Why wouldn't government-sponsored influence networks mint "legitimate" passports for their bots/legends?
> requiring a government issued credential to verify your account isn't even farfetched anymore

Facebook already does this with driver's licenses in the US in some cases.

France does this with age-verification for porn sites. Visit pornhub via French vpn to see.
He said he's a "free speech absolutist," which is an obvious lie. But if we take him at face value, then free speech must include people paid by foreign governments to post pre-written messages.

That definition of free speech isn't even alien to the US. Corporations' freedom of speech in this country is protected even when it includes paying other people to speak.

An absolutist wouldn't have an issue with a teenager posting public flight data about his jet. Given his maturity level, it wouldn't surprise me if the entire stock purchase started as an attempt to shut down @elonmuskjet.
On 4/9 Musk twitted that he would be in favor of $2/month fee for verified account, paid annually to deter bots.
I think most people forget or are unaware that Twitter was dying before Trump came in and made it an essential platform for every politician and media outlet.

My bet is that engagement is down with all the moderation. This is not an endorsement of Trump, just an acknowledgement of what made Twitter huge/powerful in the first place.

Assuming Musk did take over Twitter, he wouldn't need to be much of a distraction. He could dictate a few rules (don't moderate Twitter, don't ban anyone, etc.) and then leave the company to function as it did before.

Not really. One of the hard things about changing the course of a company is that you actually need people to do the things you want them to do. That means actually being hands on and checking things are getting done. Otherwise people will nod and agree in meetings and then just carry on as they were before. This is especially hard if people are resistant to the changes you want to make.

Taking over and issuing commands doesn't work unless people have nowhere else to go. If Elon tried that at Twitter there would probably be an exodus of engineering and ops people.

Small loss.
Bigger than you think. Every right wing "free speech" platform has collapsed in flames partially because it seems like the majority of their people do not have the experience to build and run such a platform. I am reminded of the elementary mistakes made in the design of Parler.
> One of the hard things about changing the course of a company is that you actually need people to do the things you want them to do.

Dorsey chose not to ban Trump, and then he did. That was a huge change for Twitter, and it didn't seem to rock the boat at the company at all.

Twitter also didn't ban politicians at all for a long time. That was another major policy change that Musk could simply revert back.

Dorsey chose not to ban Trump, and then he did. That was a huge change for Twitter, and it didn't seem to rock the boat at the company at all.

This is (probably) a good example of why it's hard. Dorsey understood that banning Trump would have been problematic, so he didn't. He, and probably others, worked to change the company internally to be somewhere where they could do that. Rather than do it and then deal with the fallout he worked to steer the company to be more open to being to be somewhere without Trump. Then he could ban Trump without the fallout.

That's how you change a company. Buying a big chunk of it and then issuing decrees about how it works now is much less likely to work. No doubt Elon understands that completely, and has no intention of doing it. He'll work to move Twitter in the direction he wants, maybe with the help of others, until he can then claim to have changed it overnight or something. He's not silly.

The company didn't really change at all, it's simply that Jan 6th made it easy to justify the ban.
Then you need to deal with the outcome.

If Twitter started doing no (or very little) moderation it would suddenly be in conflict with many laws around the globe including the EU and the US.

That did fly a few years ago but I doubt it does today.

Other shareholders might not be to thrilled about them being banned

If you read what Musk says now or years ago he actually is very much for moderation, but not censorship or banning people of the platform. In a way Musk is for something similar to HN point system.
I get that, but the line between moderation and censorship is very culture and topic dependent.

That's obviously true for authoritarian countries like China but even in "the West" there are competing definitions of what constitutes free speech.

If you want to operate in those countries (at scale) you need to localize your moderation policies and therefore "take a stance". Cost of doing business globally.

HN is a bad analogy because it has a lot of invisible moderation tools used by the all-powerful moderators, including:

- banning

- shadow-banning

- deleting offensive messages

- detaching off-topic threads

The only difference with HN is that their rules are different. Everything else is very similar to Twitter.

Hn is like Gab though, the users feel aligned with the management ideologically so they don't mind being censored by them.
The US does not have laws requiring moderation except for illegal content (like child porn) and DMCA takedowns.

Most platforms fail miserably at removing the former and just automate the latter. Twitter could spend a small fraction of their current moderation budget and still be in compliance with US law.

That's right, but other countries do and I've seen plenty of local companies spending advertising dollars on Twitter and targeting local users.

Of course Twitter is free to leave those markets at any time but I don't think other shareholders besides Musk would appreciate that.

Even in America, some brands were not that interested appearing next to fringe/extreme (though legal) content. And advertisers are the real customers of Twitter and all social media after all.

As opposed to now where it's 98% bots posting inflammatory political content?
So he wants to return it to 2014 Twitter? Oh the humanity!
TBH I'd be also fine with returning to 2004 Twitter.
You mean no twitter at all? Because if that's the point, you can always do what I do with most other social networks — I just don't use them.
Media has an impact in the world we live in even without our participation
Right. But sometimes people who have interesting information choose, for reasons incomprehensible to me, to publish it on twitter. I use nitter.net to get to it, but if they have chosen a less horrible platform it'd be even better.
The amount of moderation is a completely separate question from whether that moderation is even-handed and the moderators truthful.

Nobody wants bots, but those are not the question in moderation discussions.

I don't think people are outraged about "bots" being moderated. It's more about huge accounts with non-liberal views like Trump.
It’s a Gmail screenshot; he sent this as an email to the company.
> There will be distractions ahead...

That's very telling, Parag implicitly admits major changes coming up. There is a theory on Twitter that Elon will attempt an outright takeover.

This is Twitter we're talking about. There's at least seven competing theories that space lizards will attempt an outright takeover.
It was always clear to me as someone who has seen his share of Elon tweets. He was literally just trolling with his tweets and had no intention of ever joining the board as he doesn't have the time or the passion for that job.
Eh, I could see him actually joining the board. It would still be as a troll, but he could actually do it. Board membership does come with certain responsibilities but he could delegate most of the time consuming parts to staff.
There is absolutely no chance that this was Elon's decision. He was pushed out, most likely because of his recent shitposting about turning the Twitter office into a homeless shelter.
Ooooh, he remembers a lot of people. He'll quote people from years ago that he blocked on Twitter. He definitely remembers people who he feels slighted by.
> He'll quote people from years ago that he blocked on Twitter.

[Citation needed]

This is one of the silliest things I've heard people make up about Musk.

> [Citation needed]

> This is one of the silliest things I've heard people make up about Musk.

https://youtu.be/Ebxiu1-RoKI?t=1278

Have fun licking his boot.

Hasan Abi, lol. Also that video doesn't show anything what you're claiming.

Thanks for polluting my watch history with that idiot.

I’m not sure why that would be silly; I can remember things said by people I blocked years ago on the internet, generally the thing that made me block them.
How dare you have a good memory. Must mean you're a narcissist.
No matter how many times people say "Elon is a narcissist", saying it doesn't make it true. Is he socially oblivious to others, yes certainly, it comes with being on the spectrum, is he a narcissist, absolutely not.

> Edit: He'd show up in hacker news chat to call me a pedophile if it made his techy fans scream beligerantly.

This isn't appropriate to say on Hacker News.

I have never heard Elon talk about himself, unless he is explicitly asked... and even then, he's not comfortable. He's like the opposite of a narcissist, whatever that is... And it's often the self-important nobodies who are obssed with their own identities, pronouns, appearance and what not who call him that, which I find very amusing.
An optimist would think he's going to take it over. Look at his track record. Tesla and SpaceX are industry defining achievements. Fixing Twitter isn't as hard as that.
“Fixing Twitter is easy” is what leads to Facebook to facilitate literal genocide in countries on the other side of the world.
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I think that him taking over Twitter would be terrible for everyone involved.

The general public would be better off if Tesla and/or SpaceX actually accomplished their stated goals. What they’ve done is great but they’re not done and need leadership.

Twitter would be way worse off if he turned it into Gab or 4chan with an edit button. Both their product and their financials.

Musk himself is turning into a cringy Twitter troll. If a friend of mine were acting like that I’d tell them to put the phone down and go for a walk. The less he thinks about Twitter the better.

"Fixing" Twitter is a much less well defined goal than building an electric car that's commercially viable or space tech that's operationally reliable.

Current evidence suggests Musk is both capable of building industry defining electric car and space tech companies and incapable of "fixing" his own tweets to the extent that they stop getting him into trouble and losing him board seats.

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> A pessimist would think that Elon has decided to go for a "hostile" takeover

Did you mean an optimist?

Perhaps a realist would suspect that Elon is mercurial and easily bored.
He probably does some trolling on purpose, too, and this might be one of those times. It really is hard to tell.
It would be an unmitigated disaster to have this dude on the board - his decorum is totally unacceptable
what's also scary is that he could do this with pretty much every public company he wants (very few exceptions of companies with >200B market cap or so).
I suspect he doesn't have that much liquidity. Twitter is number 484 by market cap.
>totally unacceptable

Who decides?

Even if it improves the performance of the company? What's more important, to have things orderly, or performant?
> his decorum is totally unacceptable

Because Twitter's decorum's track record is better? You must have missed an episode or two.

Yes, he started Tesla and then just gave up as it was too hard. Started a space company and never got rockets into space, let alone the largest one ever...
well, that last one he hasn't done...yet. though I wouldn't bet against it.
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Elon has made many unilateral decisions very frequently and without warning. Case in point was to close all of Tesla’s car dealerships. For obvious reasons this was backed out due to the fact that some of them had leases which would be a breach in contract .
Another case in point was him deciding that the yoke steering wheel was best and didn’t even offer the regular steering wheel as an option. What a cruel yoke.
The explanation is as clear as you'll get. They wanted Elon to act like a board member – be a fiduciary of the company, be trusted with confidential data, consult leadership before making announcements, don't disparage it in public. Elon decided that being able to Tweet about the company on a whim was more important to him.
does the SEC care whether you are on the board or not if you have a very sizable stake anyway?
I don't actually know for sure, but I seem to remember Carl Icann being extremely vocal from outside of the board when at Yahoo! back in the day.
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yes because the board gets confidential info and has a fiduciary duty.

a sizeable investor is no different than us in that they have no non-public info

Yes, he acts in bad faith and manipulates stock. Elon while brilliant is on the autistic spectrum, I think he admitted as much.
He seems to be playing with fire, they could ban him and that would seriously damage him.
What’s pessimistic about thinking Elon wants more control than a board position would offer him?
> It amuses me more than it should that the CEO of Twitter has posted an image of text (from the iOS Notes app?) to get around the Twitter character limit.

I also find quite amusing the fact that Twitter's original 140 character limitation stemmed from compatibility with SMS gateways.

That part of Twitter is now all but obsolete, I assume. But we're left in a regressed state where people still communicate long-form text as if going through SMS ("threads").

These constraints are good. Brevity is the soul of wit. Nobody wants to read your essay. If you want to tweet longer, you should pay for it, one way or another.
> with little benefit.

I would say one of the first changes would be to re-instate Trump, which would bring back a huge amount of free marketing.

Here is a single account that by far generated the most brand awareness of Twitter than anything else. "Twitter" was mentioned in every news outlet every single day. And it drove engagement from both sides.

I think a lot of people can see the liberal bias hurting the company and were waiting for something like this. Just look at how many people are coming out from the wood work talking about free speech.

The funny thing is that here is a platform where you can choose who you listen to and who you don't by following and blocking, contrasted to all other news outlets who give you no filtering options, and force you to literally switch off the service if you don't want to hear from someone.

It makes no sense for Twitter to need to ban people.

If you work at Twitter and you have spent more than 5 hours a week on non job related slack channels at any time over the past 3 years you need to look for a new job. Elon is going to take over and fire about 80% of the employees and run it efficiently like his other companies.
That’s a thing? People wasting hours on Slack is a rampant issue?
It’s funny that the first paragraph of the letter says they believed it was best for Elon to join the board.

Then the second paragraph says that Elon declined to join the board and they believe it was also for the best.

Joining the board "the best path forward", whereas not joining was "the best".

From this we can deduce that the destination of the "the best path forward" was for him to leave the board ("the best").

Thank you for providing a total ordering for the algebra of press releases.
Get him on the board to stifle his options and prevent him from negatively impacting the company through 'press release' would have a been their path forward, no doubt.

Seems he already knew that much at least

I have seen worse PR releases, I haven't seen worse PR releases from a company of this size and profile.

There is some kind of irony in a communication platform offering a presser that contains so little information and so many words...particularly as the platform limits the number of characters that users can communicate.

Really earning that $30m/year. I would fuck up an important press release for half that price.

It's just the CEO making nice nice with everyone, don't overthink it.
> particularly as the platform limits the number of characters that users can communicate.

The irony of them sharing it as an image!

Those beliefs occurred at different times (one is past tense, one is present tense.) And only two significant events are cited as happening between them: a background check and Elon deciding not to join the board. Either the basis of the change in belief is “whatever Elon wants is best”, that implies a background check problem.
Or that the CEO always believes what the majority share holder believes at the time they hold that belief.
Largest, not majority.
I personally read it as: It was for the best that we offered a seat, luckily he refused.
Like anyone is going to believe that. It is like getting an offer on your house and saying that you think it is a great offer, then on the way to sign the contract the buyer says they want to cancel and then you say "yes great, I wanted you to cancel at the last minute"
Renting would be a better analogy...

Anyway; I am not an expert, but being on the board of director of a company come with specific responsibilities, like an obligation not to trash talk the company in public forums.

From an external point of view it looks like Elon might prefer the stick to the carrot in relation to changing how twitter works.

Both Elon and the CEO know this but the board all but must offer a seat to the biggest shareholder. So the best thing happened for everyone, Elon was blessed with acceptance and the board did not gain a member prone to PR chaos.

> they believed it was best for Elon

The way I understand it, they believed it was best for twitter (since as a fiduciary he would 'have to act in the interests of the company)

I'm inclined to agree that this is the correct parsing. Elon joining == best for Twitter, Elon not joining == best if Elon doesn't want to [and maybe by extension for Twitter].
Before, they believed it was for the best. Now, after certain events, some of which are spelled out in the tweet, they believe the other.

Both are completely valid and do not contradict one another. And it's quite normal and acceptable to change your mind after you get more information.

I think Foo is true. Let's see! I think Foo is not true after seeing new facts.

Yea definitely, still feels poorly written though.
The word "had" would have been useful.
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The first paragraph applied to the time before they performed the background check.

The second paragraph applied to the time after they performed the background check.

Uh, oh, Spaghetti-Os!

There is nothing Twitter’s background check will turn up that’s not already known. Musk is the richest man in the world FFS.
Both could be factually true at those points in time. On Tuesday they thought this was good idea. Interacting with Elon and market reactions in the next few days could have convinced them that best idea was not to have him.
And actually at the same point of time: It can be best to offer him the position and for him to decline. Better then not offering the position, or him accepting.
Well that would be better if he turned down when it was offered, he accepted and retracted 2 days later .
The first and second paragraphs contradict each other. Assuming of course that we ignore the time and events that separate them.
Not to mention hidden variables. i.e. him joining (on their terms) would be best for Twitter in the future (as his influence would be limited), him not joining (on his terms) would be best right now (as his influence is limited).
I mean eating cake is best thing I want to do but not eating cake is also the best thing I can do.
Basically Elon is the largest shareholder. If he wants to join the board, that is best for Twitter and Elon.

If he doesn’t want to, that is also best. Whatever he wants is best because he is the biggest shareholder.

I’ve seen more irrelevant stories make it to HN’s front page tbh.
> I doubt even a single conservative works there.

They likely do, but not openly.

I personally can't see how it would be best for either party.

Elon I would imagine is way too busy with his other concerns to be distracted by a social media company, even though at the moment it does seem to carry an oversized amount of influence.

And Elon's brand is probably too randomly 'firecracker' for a company that's probably already attracting scrutiny from governments across the world due to the above mentioned outsized influence it has on discourse and opinion.

hmmm not sure how I feel about this. I bought Twitter stock after I knew he will be joining the board. Hopefully he has something bigger in mind.
You could try reporting him to the SEC...
Or... sell your stock?
It's a joke, referring to the various run-ins Musk has had with the SEC over his tweets.
> I bought Twitter stock after I knew he will be joining the board.

I would give you two pieces of advice.

The first is traditional investing wisdom: buy on rumors, sell on news. Why sell on news? To make money from people who did what you did. Once you hear about some news, it's almost always too late to make money on it.

The second piece of advice is not to trade on anything Elon Musk says or does.

If you had bought DOGE when that whole hubub started and sold on the SNL premiere you would have made an unbelievable killing. Even if you sold afterwards, it would have been pretty good. The fact that he managed to make a shitcoin go that high is unbelievable.
I bet the stock goes up tomorrow on people speculating he'll do a takeover.
Be legally restricted by fiduciary obligations and prevented from purchasing more stock in order to gain... what exactly? Elon made the right call here.
Is there anything he could do which would not be judged by hacker news to be “the right call”. Kinda nuts that him joining the board is assumed to be genius, and then him completely reversing within a week is also genius.

Maybe we’re a bit biased about Elon.

Everything you said is true but there is an alternative perspective: Elon founded two of the most successful companies in existence. Both companies heavily innovated on hard technological problems in order to achieve commercial success. Hence, he's an operator with experience solving difficult challenges, making him qualified for the board seat.
Elon was not a founder of Tesla. Assuming that was one of the two you were referring to, not that it matters much?
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And he wasn't really a founder of PayPal, although that's a bit less clear cut.
"Two of the most successful companies in existence"

Tesla, at bill profit, is about half an order of magnitude away from being in the top 10 most profitable: https://www.investopedia.com/the-world-s-10-most-profitable-...

So surely a successful company. At this juncture, one of the most successful ever in existence? Hype.

Profit is not the only way to measure success.
Similar numbers if you use revenue. You're free to suggest alternative measures.

Now, I'm not saying that Tesla is not on their way, but they are not yet there

Good little rule-followers rarely do anything important
calm down Mini Zuck. You don't have enough money to break the rules like Elon. Or Trump. Or Uber. Or Airbnb. You gotta be too big to fail before you get into the might makes right game.
That's just wrong. Scientists using to the standard academic processes (aka rules) are advancing humanity a lot farther than some rogue US CEOs ignoring laws from push their stocks. Those CEOs build on this science and even promise results before science advanced far enough.
As a counterpoint, you should read "Against Method".
> The fact that they weren’t running for the hills says a lot about their leadership.

None of that matters compared to the fact that he is the largest shareholder.

Curious why 9% matters when 50%+ is required.
50% is required for total control, but partial control is still very powerful.

Owning 9% of a company's stock still gives a lot of votes. 10-20% is enough to enable an activist investor to really be a pain for a company. Even as little as 5% is enough that the SEC requires special forms to be filed because of the power that gives to an individual shareholder.

Elon presumably wants influence over Twitter, without the responsibility of running Twitter. He can get that with a lot less than 50% -- in fact he may have already achieved the level of influence he wants, and one sign is that Twitter feels the need to make public statements about it.

Is it ironic that a text image is used by Twitter to bypass character limits on a post? This has to be a usability nightmare for differently abled people.
There is decent alt text on the image, but I can’t speak to how well Twitter works with a screen reader in order to access it.
However the Alt text version is slightly different from the posted one , so not really good substitute.
There's no requirement or inherent value in them being identical. They should provide as much of the same essential information as possible, and in this case they do. It's reasonable for the main image to include more non-essential data or aesthetic flourishes than the alt, which again is the case here.

There are definitely accessibility issues with using images as a text medium, mainly that the poster has to be aware of the accessibility issues and specifically choose to alleviate them. But that was done here.

For an actual image of an object that makes sense, but for image of just text I would expect it to match, there is lot of reading in between the lines , exact words used are important and this is a statement that will influence the stock price.

We are at the stage where business critical market moving press releases are now made on twitter as an image by twitter’s ceo because twitter won’t support longer text, two days after twitter deployed an major update to alt text [1] .

[1] https://techcrunch.com/2022/04/07/twitter-alt-text-badge-ima...

Is this done automatically by Twitter? Can the user set their own alt?
Yes, users can set their own alt text for Images.
Differently abled?
Go nitpick somewhere else.
You can say „disabled“ just fine. I have a disability and I never met someone who preferred differently abled.

It‘s not a slur (yet)

Sure I’ll take that on board. I try and live with a ‘don’t be an asshole’ mantra but it’s fairly hard to navigate correctness on terms I don’t frequently use. I would assume that in almost all scenarios, incorrect but good intent probably indicate innocent mistakes.

No offence was intended though (;

Pretty sure the people who use terms like “differently abled”, “LatinX”, “they/them” etc., are the ones forcing their nitpicks on everyone else.
Besides the character limit, there's an embarrassing number of reasons people might share screenshots of tweets:

- to "retweet" without notifying the person and being linked to as a "quote tweet" on the OP

- to share a post in a controversial context where many people are blocked by the tweeter in question (if you're blocked by someone, you can't read their tweets)

- to share a post you expect will be deleted shortly

- to screengrab a couple of posts that make up necessary context and wouldn't make sense if retweeted on their own

To your point about people using screenreaders etc, it seems to me that it would be fairly trivial (cputime aside) to OCR tweets and automatically apply alt-text, but instead they rely on the uploader to enter it manually.

Sure, but not everybody who is vision impaired is fully blind. in some situations they don’t use ocr or alt text, because sane websites can leverage zoom functions. Think: elderly people on iPhones, who may be able to pinch zoom if they’re technical understanding permits it.
Twitter is a lot like HTML in that how it is used is so far removed from how it was designed to be used that barring radical redesigns in the protocol itself, the vast majority of the ways people use it is getting around the inherent limitations of the system.
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Wait "contingent on a background check"? This is the founder of SpaceX a contractor with NASA and DoD and you're gonna run measly background check on him? He most likely has an active TS clearance and works with ITAR.
What is really interesting is that phrase’s presence in that message makes it seem like he did not pass it. That seems like a PR move, maybe to mislead and save face, maybe to indicate what went down.
He did not pass the background check because he claimed to co-found Tesla. Here: https://www.tesla.com/elon-musk -- "Elon Musk co-founded and leads Tesla"

But actually he wasn't a co-founder. He simply bought shares of Tesla 1 year after it was founded.

This is the red flag, so he failed the background check.

True story.

He shouldn't have any clearance given his continual violation of federal law nobody else is given a pass on.
> He most likely has an active TS clearance and works with ITAR.

Not necessarily. It's as equally likely that he does not have any clearances and could not pass a background check, either with the government or the kind that Twitter's regulatory compliance people want.

In the case of companies that do work with the Department of Defense, it is not unusual for managers to have people who work for them who hold clearances but the managers themselves don't. Where I work, we operate a medical clinic in a federal facility and some of our staff have access to federal employee patient data. As a result, some of our physicians and nursing staff have a clearance as does one of our practice managers and some of our technical staff, but no one else does.

Also, remember that Musk has publicly consumed drugs that are illegal at the federal level and had some very visible run-ins with the SEC. Some federal investigators and companies would not have a problem with that, others very much would.

It might be a simple as: background check that the potential board member has no current or recent SEC matters. That seems like the kind of thing a company might reasonably not want in a board member.
So you smoke pot on video and you can't be on Twitter's board? Visible run-ins with the SEC is cause for rejecting a board candidate? For none of these claims you provide references. If there is a company foolish enough to adopt these policies it'd be sued out of existence. Or maybe we're about to witness the first occurrence of it.
you're missing the context of the thread:

> He most likely has an active TS clearance and works with ITAR.

it's very unlikely (though not impossible for Elon, I guess) that someone could retain a TS clearance after smoking weed in a highly publicized video.

He's also been charged with securities fraud by the SEC and has a massive black mark on his record. Specifically related to content that he posted on Twitter. I guess that doesn't disqualify someone from joining the board though.
“Do you have your own division at the SEC?”
He definitely would not pass if that check includes a drug test.
There is a theory that Elon declined it to not limit his stake to 14.9%; we won't know until the next SEC filing: https://twitter.com/JordanSchachtel/status/15133583677539737...

WSJ source about the 14.9%: https://www.wsj.com/articles/twitter-to-name-elon-musk-to-it...

> Mr. Musk’s board term is set for two years. So long as he remains a director, he can’t own more than 14.9% of the company’s stock, according to a securities filing. While neither Twitter nor Mr. Musk would give a reason for the cap, that means that Mr. Musk, for now, is precluded from taking over the company outright.

What will the next SEC filing potentially reveal?
Matt Levine on point:

Twitter’s relatively new chief executive officer, Parag Agrawal: Welcome, Mr. Musk. We’re so glad that you are our biggest shareholder. We have prepared a presentation showing how we are executing on our strategy of being more technically nimble, building new products and growing revenue and active users. Here on slide 1 you can see—

Elon Musk: Make the font bigger when I tweet.

Agrawal: What?

Musk: I am your biggest shareholder, I want the font on my tweets to be bigger than the font on everyone else’s tweets.

Agrawal: That’s not really how we—

Musk: And I want 290 characters. Again, just for me.

Agrawal: …

Musk: And it should play a little sound when I tweet so everyone knows.

Agrawal: I just feel like we want to make a good product for all of our millions of users? I feel like that is going to improve profitability in the long run and, as our largest shareholder, you in particular stand to benefit from—

Musk: Oh I don’t care even a little bit about that, if your stock doubles that is rounding error on my net worth, I just love tweeting and want to meddle a bit to optimize it for my personal needs.

https://www.bloomberg.com/opinion/articles/2022-04-04/elon-m...

And everyone's profile picture needs to be the same as mine.
No of course not. Everyone should have the same profile picture, except his which is giant and flashy so you can see it prominently.
You are fungible, I am not
> I am pretty sure that the Elon Musk Division of the U.S. Securities and Exchange Commission has already opened another inquiry into this filing. Elon Musk had acquired at least some of his shares by March 14, and on March 26 he was asking his followers “what should be done” about Twitter’s “failing to adhere to free speech principles.”

Wow. What a paragraph.

> I think in general if you went to a securities lawyer and said “I am going to buy 9% of a public company and then make public statements about how it should change its business, should I file a 13D or 13G,” the lawyer would say “hmm that sounds like activism, which is traditionally on 13D.” (Not legal advice!) But if you are Elon Musk you do not accept that sort of fuzzy reasoning.

Rules for thee, but definitely not Elon.

If Elon was on the board, then he would be even more liable for what he tweets. And i think Elon wants more liberty to tweet without the sec on his back even more.

Sounds like he has the best of both worlds holding the stocks and staying out of the board.

Yep, he’s owe fiduciary duties to other shareholders if he were on the board. This way he can tweet and make demands that might be ostensibly bad for profit-seeking investors.
That, and also he would have been partly responsible for Twitters decisions and it was obvious that he would not get his way w/o a fight.
Maybe he was going to fail the background check? But that is curious.
You don't "fail" a background check at that level. They get whatever info is in it and decide on what to do about it, I guess. But the decision as to whether to put a 9% shareholder on the board or not is clearly not going to be left to random bureaucratic process.

And let's be honest: if the world's richest man had dirt in his past that a mere "background check" would turn up, we'd clearly already know about it.

The "dirt" is that Elon is a massive troll who flaunts SEC regulations on the regular.
Yeah, I just thought it was ironic at that point that a background check is needed for really paramount people. But it makes sense - it's probably some regulation requirement / sec one to verify conflict of interests.

"And let's be honest: if the world's richest man had dirt in his past that a mere "background check" would turn up, we'd clearly already know about it. "

Exactly. I just find it laudable there's an established process to bring someone on the board and it involves a background check!

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His reason for not joining sounds pretty clear.

"he, like all board members, has to act in the best interests of the company and all our shareholders, was the best path forward."

Obviously Elon Musk continually openly criticizing Twitter, from the perspective of some of the board members, is not in the best interest of Twitter. He would have to join under some obligations that would prevent him from speaking openly about his criticisms, and he'd probably be kicked from the board at some future point. This is why they say it's in the best interest of Twitter that he doesn't join. Musk joining would only result in some kind of scandal months down the line.

Who even decides what's best for the company? One could argue him openly criticizing twitter is in its best interest. Like pouring alcohol in a wound, it hurts and kills off some bad parts of the system but it'll be stronger at the end of it than had you not done it in the first place.
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"So we decided that Elon would join our board, and that was in the best path forward, but then Elon decided that he would not join the board and that was also the best decision"

You have no idea how much I hate this corporate speech of fried air and buttlickers

The investor is always right.

That being said, I agree, if only because it makes for boring reading and comes off as disingenuous.

I think this was a polite way of saying they couldn't agree on terms of his board position. For example, he would probably have been restricted on the kinds of tweets he could make. He recently started a poll asking if he should turn Twitter HQ into a homeless shelter because so few people show up. They would certainly not want him doing that if he's on the board.
There is no agreement on terms. As a member of the board you are required by law to always do and say what is in the best interests of the company and its shareholders.

Someone probably sat him down and explained that he doesn't hold a majority of voting shares at Twitter, and that the company and other investors wouldn't put up with his shit. With a 75% majority, the other shareholders could vote to nullify his shares and make them worthless.

> With a 75% majority, the other shareholders could vote to nullify his shares and make them worthless.

This is unbelievable. Can you share a credible source?

See Facebook founders

:shockedpicachu: when Americans find out that corporate governance isn’t nearly as restrictive as democracy.

Facebook wasn't publicly traded when they did that. It's a different beast after you IPO.
This would not be possible in this case - it would be a clear breach of fiduciary responsibility and immediately picked up by musks legal team.

Even in facebooks case before they went public, they were sued for this and ultimately settled for $5.5 billion.

I don’t think that’s right. They could issue new shares to dilute him but then you’d need people to buy those and the money needs to arrive in the business.

It would also probably mean Twitter shares crashing to 0 in the public markets, not exactly in the interest of the 75%

At least in online forums, people seem to think "fiduciary duties" are much stricter than they actually are.

It's as if CEOs are dragged into a fiduciary court and forced to justify raising salaries, lowering prices or whatnot.

Irl, fiduciary duty is more about not stealing or cheating shareholders. There isn't a whole lot of legal activity where officers are sued for grey area fiduciary violations.

Sometimes I think the tropey things forumgoers believe were all established long ago on Something Awful and Fark.
"In the U.S. legal system, a fiduciary duty describes a relationship between two parties that obligates one to act solely in the interest of the other. The party designated as the fiduciary owes a legal duty to a principal, and strict care must be taken to ensure that no conflict of interest arises between the fiduciary and the principal."

Musk could never put someone elses interests ahead of his own. Impossible.

So... This is exactly the kind of weird, first principles legal "theory" I was talking about.

Look at actual example/precedents of fiduciary duty vuilatuons. The real ones. Not the pseudo-legal theory.

> With a 75% majority, the other shareholders could vote to nullify his shares and make them worthless.

The SEC would be extremely interested in such an attempt.

At the very least we know they offered him a position on the board in exchange for a guarantee that he would not purchase more than 15% of shares. There were definitely terms, and we do not know all of them.
This entire comment is baseless ad-hominem and psychological speculation. It offers no useful point, and does nothing to advance the discourse.
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So amusing. If you haven't seen some of Elon Musk's antics leading up to this, you really should:

Today - [image] 'In all fairness your honor, my client was in "goblin mode"' https://twitter.com/elonmusk/status/1513244730720616448

Yesterday: "Everyone who signs up for Twitter Blue (ie pays $3/month) should get an authentication checkmark" https://twitter.com/elonmusk/status/1512946176244473863

[poll] "Delete the w in twitter?" https://twitter.com/elonmusk/status/1513045405029711878

[poll] "Convert Twitter SF HQ to homeless shelter since no one shows up anyway" https://twitter.com/elonmusk/status/1512966135423066116

[retweet] "Most of these “top” accounts tweet rarely and post very little content.

Is Twitter dying?" https://twitter.com/elonmusk/status/1512785529712123906

I really feel like he did not like the terms for joining the board (eg not freaking tweeting about Twitter) and cancelled last minute out of a tamper tantrum

This guy has done great things, but jesus christ is he immature

That's the perks of having f.u. money.
Sure, but why do you want that on your board? Elon might have enough money already but everyone else would like to continue making it. He is very good at guerrilla marketing, but I guess they decided it wasn’t worth it.
> jesus christ is he immature

This seems to be the #1 complaint about him. Honestly, so what? Since when is Twitter serious business? To take it a step further... why does life have to always be serious business? There's plenty enough of that as it is.

I think it's telling that people are up in arms and furious that Elon Musk might... bring back a little free speech and equal moderation to Twitter? I mean the threat isn't that the left is going to be censored more, it's that the right will be censored less equivalent to how the left is currently "censored" there. And that's what people are scared of, evidently. Excellent ideas, apparently, require strict censorship and moderation to propagate.

One of the number one complaints about our last President was the same thing: "he's immature". So finally, we got a super mature President who's in office currently. Along with super high inflation, super high gas prices, supply chain issues, and a Putin who evidently thinks he can get away with anything now.

"Immature" isn't always a bad thing.

> Since when is Twitter serious business?

Since the day of IPO...

We are talking about relatively expensive publicly traded company here. There should be some level of moderation with those people who can actually control and affect such company. Sure if you don't own single share do whatever you want, but once you have certain threshold of ownership, I expect certain level of professionalism.

Character matters a lot. Our leaders should be moral as well as financial leaders.

As for the president, you give that position way too much credit (or, inversely, blame). They have no authority or control over gas prices, supply chain issues, or autocrats invading other countries. They’re not God; they’re just doing a job described in Article II of the Constitution. Republican or Democrat; it doesn’t matter.

> They have no authority or control over gas prices, supply chain issues, or autocrats invading other countries.

They may not have direct control... but nobody is arguing the President literally said "supply chain issues, start existing!" or failed to say "gas prices, you better not rise!" while waiving his finger.

Presidents absolutely have indirect control over all of those things though, and more.

Suppose you were President. How would you control those things, and with what authority? And how would you prevent unintended consequences that are worse than the problems you set out to solve?

You don’t have to answer this question, but it’s a really useful thought exercise. Leadership is much harder than people often realize.

I would probably use Trump’s playbook during his administration as a guide since it resulted in low inflation, low gas prices, no supply chain issues, a Putin kept in check, etc. In contrast, the current President definitely appears to be finding leadership harder than he realized despite his 50 year career in politics.
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> This seems to be the #1 complaint about him. Honestly, so what? Since when is Twitter serious business?

His Twitter account is actually listed as a source of material information in a 2013 10-K Tesla SEC filing -- so his Twitter account in particular is serious business. He paid a $20m fine to the SEC for making a fake announcement in 2018 that he'd take Tesla private at $FUNNY_NUMBER[1] and has been sued by several people (including JP Morgan[2]) due to the associated losses of his fake announcement.

[1]: https://www.sec.gov/divisions/enforce/claims/tesla.htm [2]: https://www.cnbc.com/2021/11/15/jpmorgan-sues-tesla-for-162-...

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He seems to have cleaned up some of them.
All those posts you mentioned have been deleted though.
Definitely doesn’t make it any less immature.
It's amazing someone with that much money can still act like a total loser.
There are quite a few of these in SV:

Elizabeth Holmes, Travis Kalanick

Not sure who else.