When Elon Musk’s $44 billion acquisition of Twitter finally closed on October 27th, 2022, one of his first orders of business was to unceremoniously oust the social media platform‘s top brass. Among those shown the door were CEO Parag Agrawal, CFO Ned Segal, chief legal officer Vijaya Gadde, and general counsel Sean Edgett. At the time, the sudden terminations seemed like a power move by the new owner looking to clean the house and install his own leadership team. However, a recent lawsuit filed (PDF version) by the quartet of former executives alleges something more nefarious was afoot – a calculated effort by Musk to deprive them of over $128 million in severance payments.
The allegations make for a compelling case study in corporate power dynamics and the lengths some will go to protect their interests. According to The Wall Street Journal‘s reporting on the lawsuit, the former Twitter leaders claim Musk’s true motivation in hastily closing the acquisition and firing them before the night was through was to “cheat” them out of stock options valued at a staggering $200 million that were set to vest the following morning.
Remarkably, the plaintiffs have a star witness to bolster their argument – Elon Musk himself. Passages from the recently published biography “Elon Musk” by Walter Isaacson are cited extensively in the lawsuit, including one quote from the man himself that seems to confirm his intent. “There’s a 200-million differential in the cookie jar between closing tonight and doing it tomorrow morning,” Musk allegedly told the author late on that fateful Thursday afternoon as his plan to acquire Twitter reached its climax.
Another damning excerpt details a conversation between Musk and his lawyer Alex Spiro openly discussing their efforts to terminate Agrawal before he could officially resign – a strategic move meant to avoid a hefty severance payout. “[H]e tried to resign … but we beat him,” the pair are quoted as saying.
For its part, X Corp (the rebranded company formerly known as Twitter) has sought to justify the terminations by alleging “negligence, waste, and misconduct” by the former executives. However, the lawsuit contends that their actions were authorized by Twitter’s board and necessary to cover costs like the $90 million in legal fees owed to the very lawyers who forced Musk’s hand in completing the $44 billion buyout.
The entire saga reads like a Shakespearean corporate tragedy pitting feuding factions against one another in pursuit of power and vast sums of money. On one side is the eccentric billionaire who has made a name for himself by disrupting established industries, but whose brash management style and mercurial decision-making often court controversy. On the other are the ousted executives who helped build Twitter into a cultural force before being ruthlessly cast aside when a new regime took over.
With over $128 million hanging in the balance, the lawsuit is shaping up to be an epic legal battle that could have far-reaching implications, not just for the individuals involved but for the way corporate acquisitions and severance agreements are structured moving forward. For a man whose personal fortune has fluctuated by tens of billions based on his own tweets and public statements, $200 million may seem like a rounding error. But in the world of big business and bitter power struggles, principles – and principals – are often the casualties.
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