Elon Musk has settled the U.S. Securities and Exchange Commission’s civil lawsuit that alleged he waited too long in 2022 to disclose his initial purchases of Twitter, now called X. Under the terms disclosed in Washington, D.C., federal court on Monday, a trust in Musk’s name will pay a $1.5 million civil penalty. The settlement does not include an admission of wrongdoing.
The SEC’s complaint, filed in January 2025, said Musk’s 11-day delay in revealing his initial approximate 5% stake in Twitter in late March and early April 2022 allowed him to buy more than $500 million of shares at prices the SEC described as artificially low. The agency argued that Musk should face a civil fine and should repay the $150 million it said he saved because of the delayed disclosure.
According to court disclosures, the settlement requires payment of the $1.5 million penalty by a trust associated with Musk, but it does not require Musk to return the $150 million the SEC had alleged he gained from the timing of his purchases. The settlement also specifies that Musk does not admit to any wrongdoing as part of resolving the case.
In response to the SEC’s suit, Musk had said the delay in disclosure was inadvertent. He also accused the SEC of violating his free speech rights by targeting him. Musk later completed the purchase of Twitter for $44 billion in October 2022.
The SEC’s January 2025 filing and the subsequent settlement center on the sequence and timing of Musk’s disclosures and subsequent purchases in 2022. The agency’s position was that the disclosure delay had financial consequences in the market, while Musk’s stance was that the delay was not intentional and that the agency’s actions infringed on his constitutional rights.
The settlement resolves the civil litigation as disclosed in federal court in the U.S. capital, with the modest financial penalty coming from a trust in Musk’s name and without any admission of liability by Musk.