Tesla, Inc. — Director's Dealing 2012

Mar 22, 2012

SEC Form 4/A — Form 4/A

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2012-03-20

Reporting Person: Gracias Antonio J. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-20	Common Stock	J	42136	—	Acquired	88762	Direct
2012-03-20	Common Stock	J	832659	—	Disposed	63121	Indirect
2012-03-20	Common Stock	J	74654	—	Acquired	239265	Indirect

Footnotes

F1: Shares were received by the reporting person as a result of a pro-rata distribution by Valor Equity Partners, LP effected on March 20, 2012.

F2: Shares were transferred as part of a pro-rata distribution by Valor Equity Partners, LP effected on March 20, 2012.

F3: These shares are owned directly by Valor Equity Partners, L.P. ("VEP I"). VEP I is advised directly and/or indirectly by Valor Management Corp. which may be deemed to be the beneficial owner of the shares held by VEP I. The reporting person disclaims beneficial ownership of any shares held directly by VEP I, except to the extent of his pecuniary interest therein.

F4: AJG Growth Fund LLC is the record and direct beneficial owner of 239,265 shares, of which the reporting person is a manager of AJG Growth Fund LLC and may be deemed to have an indirect pecuniary interest in the shares owned by AJG Growth Fund LLC.