A federal jury in San Francisco found Elon Musk liable for misleading Twitter investors during his 2022 bid to buy the company, concluding that some of his public statements improperly affected the stock price while the $44 billion takeover was still in dispute. Jurors, however, rejected broader allegations that Musk carried out a larger scheme to defraud shareholders.
The case centered on a class-action lawsuit brought by investors who sold Twitter shares during the volatile months between Musk’s initial agreement to buy the company and his eventual completion of the deal. Plaintiffs argued Musk’s statements about fake and spam accounts, including posts indicating the transaction was temporarily on hold, helped drive Twitter’s stock lower as he looked for leverage to renegotiate the purchase or walk away.
Jurors found that two of Musk’s 2022 tweets were misleading, but they did not find him liable for a podcast remark that was treated as opinion rather than a materially false statement. They also declined to find that Musk engaged in an intentional fraud scheme, producing a mixed verdict after nearly four days of deliberations following a trial that lasted almost three weeks.
Reports on the verdict said the award could total roughly $2.5 billion for affected shareholders and options holders, though additional proceedings are expected before the final amount is resolved. Musk’s legal team has signaled it plans to appeal.
The trial revisited one of the most chaotic corporate takeovers in recent memory. Musk spent months publicly challenging Twitter’s disclosures about the number of fake accounts on the platform and tried to back out of the acquisition before Twitter sued in Delaware to force the deal to close. He ultimately completed the purchase at the original price in October 2022 and later renamed the company X.
During the San Francisco proceedings, jurors heard testimony from Musk and former Twitter executives including then-Chief Executive Officer Parag Agrawal and former Chief Financial Officer Ned Segal. The verdict marks another major courtroom battle over whether Musk’s public statements on social media crossed the line from opinion and negotiation tactics into unlawful market-moving conduct.