Elon Musk May Not Have A Twitter Board Seat, But He Has A Voice

Elon Musk is undoubtedly one of the biggest trolls in modern times.

The tech tycoon earned a seat on the Twitter Inc TWTR board of directors by acquiring a 9.1% stake in the company, sprinkling his purchases across 60 days to acquire a total of 73,115,038 shares of the social media platform.

Related Link: Analysis: Twitter's TKO Of Elon Musk To The Board

What Happened? Well, a lot. Musk initially filed a form 13G on April 4 indicating a passive stake in Twitter; this is the same day that Musk was invited to serve on the company board of directors.

The following day, on April 5, Musk amended the filing to show he was taking an active stake in the company.

Shortly after, Twitter CEO Parag Agrawal announced via a tweet that Musk would formally accept the invitation to serve on the board.

Under the terms of the original deal, Musk would have served as a Class 2 board member until the 2024 annual meeting of the stockholders, and would not become the beneficial owner of more than 14.9% of the company’s common stock.

Musk polled Twitter users to ask whether or not they would like an edit button, and in a since-deleted tweet, he asked if the Twitter headquarters in San Fransico should be converted into a homeless shelter since “no one shows up anyway.”

On Monday morning, CEO Agrawal took to Twitter to share an internal company memo stating that Musk would not be joining the company board, saying: “Elon Musk has decided not to join our board. Here’s what I can share about what happened.

“We announced on Tuesday that Elon would be appointed to the board contingent on a background check and formal acceptance. Elon’s appointment to the board was to become effective 4/9, but Elon shared that same morning that he will no longer be joining the company’s board. I believe this is for the best.” 

Why It Matters: Musk may not be a Twitter board member, but he will continue as an advisor to the board of directors.

As seen in an amended 13D filing shared Monday morning, Musk can not only own more than 14.9% of Twitter, but he will also engage in discussions with the board and/or members of the management team concerning, including, without limitation, potential business combinations and strategic alternatives, the business, operations, capital structure, governance, management and strategy.

The filing goes on to say that Musk may express his views to the board and/or members of the management team and/or the public through social media or other channels with respect to the issuer’s business, products and service offerings.

Benzinga’s Take: The amended filing proves that Musk can have his cake and eat it too, now that he has unrestricted access to purchase as much of Twitter’s stock as he wants while still maintaining a significant voice in Twitter’s boardroom.