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Tesla, Inc. Director's Dealing 2010

Jun 25, 2010

29741_dirs_2010-06-25_014bbbcd-a518-4e89-8af3-6c7244ec2db0.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2010-06-28

Reporting Person: Musk Elon (Director, Pres, Prod Architect & Chairmn, 10% Owner)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2666666 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Series A Preferred Stock $ Common Stock (4880343) Indirect
Series B Preferred Stock $ Common Stock (12162167) Indirect
Series C Preferred Stock $ Common Stock (10572687) Indirect
Series D Preferred Stock $ Common Stock (4097877) Indirect
Series E Preferred Stock $ Common Stock (40825647) Indirect
Option to Buy (Common Stock) $6.63 2016-12-03 Common Stock (3355986) Direct
Option to Buy (Common Stock) $6.63 2016-12-03 Common Stock (3335986) Direct
Series C Preferred Stock Warrants (right to buy) $ Common Stock (325441) Indirect

Footnotes

F1: Each share of the Issuer's Series A preferred stock, Series B preferred stock, Series D preferred stock and Series E preferred stock will automatically convert into .333333 of a share of common stock upon the closing the Issuer's initial public offering, and has no expiration date.

F2: Each share of the Issuer's Series C preferred stock will automatically convert into .350013 of a share of common stock upon the closing the Issuer's initial public offering, and has no expiration date.

F3: 1/4th of the shares subject to the option became vested and exercisable on December 4, 2009 and 1/48th of the shares subject to the option shall become vested and exercisable each month thereafter.

F4: Shares subject to the option become vested and exercisable upon the Issuer's achievement of certain performance objectives set forth in the option agreement.

F5: The warrant will be automatically net exercised by the reporting person on the effective date of Issuer's initial public offering. If not exercised, the warrant will automatically expire.