Tesla, Inc. — Director's Dealing 2012

Dec 26, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2012-12-12

Reporting Person: Kroeger Harald (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4867929	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$	2013-01-11	Common Stock (29860)		Indirect
Non-Qualified Stock Option (right to buy)	$	2013-03-12	Common Stock (16666)		Indirect

Footnotes

F1: The shares are owned directly by Blackstar InvestCo LLC, which is wholly-owned by Daimler North America Corporation ("DNAC"). The reporting person is a vice president of an affiliate of DNAC. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

F2: Options are currently exercisable for up to 29,860 shares at $6.63 per share.

F3: The options are owned directly by DNAC. The reporting person is a vice president of an affiliate of DNAC. The reporting person disclaims beneficial ownership of the options and the shares subject to the options, except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

F4: Options are currently exercisable for up to 16,666 shares at $28.43 per share.