Ordinary, market-rate compensation does not compromise a director’s independence, outsized director compensation can. — Chief Judge Kathaleen McCormick “In the face of a superstar CEO, it is even more imperative than usual for a company to employ robust protections for minority stockholders, such as staunchly independent directors. In this case, Tesla’s fiduciaries were not staunchly independent – quite the opposite,” the judge wrote. “Ordinary, market-rate compensation does not compromise a director’s independence, outsized director compensation can … Plaintiff does not argue that Musk established Buss and Denholm’s compensation so as to render them beholden. Instead, it is a factor that...