It's my understanding that Musk is offering a dollar number greater than Twitter's stock value. If they don't accept, won't the CEO and the entire board need to resign as they've failed in their fiduciary duties to Twitter's shareholders?
“... they’ve failed in their fiduciary duties...”
Failure to accept the offer could be actionable. Stockholders could sue.
On the other hand, if they don’t accept the offer, Musk can dump the stock which would also hurt stockholders.
“If they don’t accept, won’t the CEO and the entire board need to resign as they’ve failed in their fiduciary duties to Twitter’s shareholders?”
Not necessarily. Board may have reasons to believe offer is too low and it is their fiduciary duty to reject it.
I wonder how the Twits who work there will feel about their stock options. There are typically change of control provisions whereby the vesting happens quicker (immediately). So the “loyal” employees could quit on the change of control? Get some pretty big payouts?
I am going to speculate that Elon has factored this into his strategy; all those noble Twits can spew and spout about their principles. In the end my guess is they will sell out (so to speak) and take the dollars.