Why Tesla wants to give Elon Musk a $55 billion pay package

• Tesla is seeking shareholder approval for Elon Musk's pay package, which a judge previously struck down.

• The company argues the package is "critical to the future success of Tesla."

• The pay plan grants Musk stock options that vest when Tesla hits certain financial targets.

Why does Tesla's board think Elon Musk deserves a $55 billion pay package?

It's a matter of respect and fairness.

Tesla plans to ask shareholders to vote again on Musk's $55 billion pay package after it was struck down by a Delaware Judge earlier this year.

The chair of Tesla's board of directors, Robyn Denholm, highlighted several key reasons why the carmaker wants shareholders to vote in favor of the package in a proxy statement filed with the Securities and Exchange Commission on Wednesday.

Denholm calls the pay package, as well as a motion to move Tesla's state of incorporation from Delaware to Texas, "critical to the future success of Tesla."

The board chair said a vote in favor of Musk's pay package will "restore Tesla's stockholder democracy" and the issue is a "matter of fundamental fairness and respect to our CEO."

"Because the Delaware Court second-guessed your decision, Elon has not been paid for any of his work for Tesla for the past six years that has helped to generate significant growth and stockholder value," Denholm writes, adding that shareholders have "benefited from unprecedented growth under Elon's leadership."

Since the beginning of 2018, Tesla's shares have increased nearly six times in value.