The Dell Technologies board of directors on May 4 approved of changing the company’s state of incorporation from Delaware to Texas, which could make it the latest high-profile company to exit Delaware since a state judge canceled Elon Musk’s pay package in 2024.
The decision, which must be approved by shareholders in June, will not affect business operations, management, strategy, assets, or employee locations, according to Dell.
The tech giant, with revenue of $113.5 billion in fiscal 2026, is one of about a dozen noted companies to reincorporate out of Delaware since Elon Musk moved his companies away in 2024.
The “Dexit” trend has included Dropbox, TripAdvisor, Coinbase, and Tesla.
Dell’s announcement was welcome news to Texas Gov. Greg Abbott, who has also been successful at landing Musk’s multibillion-dollar companies.
“Welcome home, [Dell],” Abbott posted on X. “For over 40 years, Texas has been where [Michael Dell] built and innovated. Now, Dell Technologies is bringing its legal home to Texas. This is what happens when job creators and innovators are welcomed, not punished. More businesses are sure to follow.”
Founder Michael Dell said he hopes to continue building in Texas.
“This is where it started,” Dell said on X, posting a copy of his first incorporation document from 1984: “42 years ago: a dorm room at [University of Austin], $1,000, and a belief that technology should be personal, powerful, and accessible … the world has changed. The mission hasn’t.”
Dell Technologies joins Oracle, Space X, Tesla, X, and Chevron in Texas after either reincorporating or moving headquarters to the Lone Star State.
Musk’s decision to reincorporate in Texas came after a Delaware judge voided his $56 billion compensation package.
He suggested other companies do the same, in an X post on Aug. 19, 2024, after Delaware Judge Kathaleen St. J. McCormick canceled a pay package that company shareholders had approved.
Before Musk’s well-publicized court case, companies were encouraged to incorporate in Delaware, which had become the preferred state for startups, investors, and major firms because of its legal and liability protections, according to Harvard Business Services.
More than 65 percent of all Fortune 500 companies and more than half of all U.S. publicly traded companies are incorporated in Delaware, Harvard Business Services reported.
The state’s Court of Chancery, where Musk’s case was heard, is dedicated to corporate and business disputes and uses only judges who are experts in business law. Delaware is also considered a tax-friendly state.
The Delaware Supreme Court ultimately ruled to reinstate Musk’s compensation package.
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