Jack Hartung
TeslaAbout Jack Hartung
Jack Hartung, age 68, joined Tesla’s Board in 2025 and is slated to serve through 2027; he is an independent director and a member of the Audit Committee, where the Board has designated him an “audit committee financial expert.” He holds a B.S. in Accounting and Economics and an MBA from Illinois State University, and is a CPA and CMA (both not currently practicing). Prior roles include senior leadership at Chipotle and McDonald’s, with deep experience in financial reporting, business transformation, supply chain, and customer engagement.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Chipotle Mexican Grill, Inc. | President & Chief Strategy Officer | Oct 2024 – May 2025 | Led strategy after long tenure overseeing finance, accounting, supply chain, safety/asset protection; continued as senior advisor thereafter. |
| Chipotle Mexican Grill, Inc. | Chief Financial and Administrative Officer (and other roles) | 2002–2024 (various roles) | Responsible for finance and accounting functions, supply chain, strategy, safety and asset protection. |
| McDonald’s Corporation | Vice President & CFO, Partner Brands Group (various management roles) | 18 years prior to 2002 | Held a variety of management positions, culminating as VP & CFO of Partner Brands Group. |
External Roles
| Organization | Role | Start Date | Public/Private | Notes |
|---|---|---|---|---|
| The Honest Company | Director | May 2022 | Public | Current public company directorship. |
| Portillo’s Inc. | Director | Jan 2025 | Public | Current public company directorship. |
| ZocDoc, Inc. | Director | Jan 2022 | Private | Current private company board. |
Board Governance
- Committee assignments: Audit Committee member (committee is fully independent; composition includes Robyn Denholm (Chair), Joe Gebbia, Jack Hartung, and James Murdoch).
- Financial expert designation: The Board determined that Jack Hartung is an “audit committee financial expert” under SEC rules.
- Independence: The Board determined all directors other than Elon Musk and Kimbal Musk are independent under Nasdaq and applicable law; Jack Hartung is independent.
- Attendance/engagement: In 2024, the Board met 29 times; Audit 9; Compensation 9; Nominating & Corporate Governance 7; Disclosure Controls 4. Each director attended at least 75% of board and committee meetings during their period of service, and all directors attended the 2024 Annual Meeting (Hartung joined in 2025; this reflects board-wide standards).
- Audit Committee scope: Oversight of financial statements, auditor selection, internal controls, risk (including data privacy, cybersecurity, AI), and sustainability reporting; prepares the Audit Committee report.
Fixed Compensation
- Cash retainers: “All seven of the outside directors have requested that the Company eliminate the future payment of all of their cash retainer amounts for service on the Board unless the director notified otherwise.”
- 2024 director compensation table: Reported $0 for cash and option awards for all listed non-employee directors for fiscal 2024 (Hartung joined in 2025 and is not shown in 2024 table).
- Policy: Non-employee director compensation historically emphasized equity over cash; cash retainers were modest and waivable.
Performance Compensation
- Equity structure: Historically granted stock options to directors, not RSUs; options have value only if in-the-money and vest over time.
- Suspended grants and settlement: The Board forewent automatic annual stock option grants beginning 2021; did not receive compensation for board service in 2021–2022, and certain current/former directors permanently forewent 2023 board compensation. Returned 1,957,861 unexercised options under the “Detroit Settlement Agreement,” which Tesla canceled in May 2025 (share reserve increased by the returned amount).
- Current status: The Compensation Committee intends to review and recommend any future director compensation program, including for directors joining after the suspension; no Hartung-specific equity awards are disclosed in the 2025 proxy.
Other Directorships & Interlocks
- Current public company boards: The Honest Company (since May 2022); Portillo’s Inc. (since Jan 2025).
- Committee interlocks: Tesla disclosed no compensation committee interlocks in 2024.
Expertise & Qualifications
- Financial leadership: Former CFO/CAO at Chipotle; former VP & CFO, Partner Brands Group at McDonald’s; designated audit committee financial expert.
- Education and credentials: B.S. in Accounting & Economics; MBA (Illinois State University); CPA and CMA (not currently practicing).
- Strategic/operational: Experience in business transformation, customer engagement, and overseeing supply chain, safety and asset protection.
Equity Ownership
| As-of Date | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Sept 15, 2025 | 0 | * | Beneficial ownership under 1%; table footnote indicates “*” represents <1% ownership. |
- Pledging/hedging: No pledging disclosed for Hartung; beneficial ownership is 0 shares as of the referenced date.
Related-Party and Conflicts Review
| Related Party | Relationship | Nature of Transaction | FY2024 Amount | Oversight/Policy |
|---|---|---|---|---|
| Son-in-law of Jack Hartung | Family member (non-executive employee; does not share household) | Employment at Tesla; Senior Program Manager | ~$124,000 total compensation | Tesla’s Audit Committee reviews related person transactions; compensation determined per standard practices for similar roles. |
RED FLAG consideration: Presence of a related person (son-in-law) within Tesla creates a perceived conflict, albeit disclosed, non-executive, and reviewed under Tesla’s RPT policy; the amount is modest and determined under normal compensation practices.
Governance Assessment
- Strengths for board effectiveness: Independent director with deep public-company finance and audit experience; designated audit committee financial expert; adds operational and transformation perspective; serves on Audit Committee overseeing financial reporting, internal controls, and data/AI/cyber risk.
- Alignment and incentives: Tesla has emphasized at-risk director pay historically and eliminated cash retainers; the Board suspended director equity grants for multiple years and canceled prior option awards as part of the Detroit Settlement—reducing pay-related conflicts but also limiting director equity-based alignment. No Hartung-specific director pay or equity awards are disclosed to date, and his beneficial ownership is 0 as of Sept 15, 2025.
- Conflicts/related-party exposure: Disclosed related person (son-in-law employee) appears low magnitude and governed by the RPT policy; no other Hartung-specific related party transactions are disclosed.
- Attendance/engagement signals: Board-wide disclosure shows high activity (58 meetings across Board/Committees in 2024) and ≥75% attendance for all directors during service; committee composition is fully independent. These support investor confidence in overall board engagement (Hartung joined in 2025).
Overall: Hartung brings financial rigor and audit expertise beneficial to Tesla’s Audit Committee and risk oversight. Investors should monitor future disclosures for any director compensation reinstatement specific to Hartung and for any evolution in his Tesla share ownership to assess alignment trends.