Tesla, Inc. — Director's Dealing 2013

Jan 14, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2013-01-10

Reporting Person: Kroeger Harald (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-10	Common Stock	J	29860	$6.63	Acquired	4897789	Indirect
2013-01-10	Common Stock	J	16666	$28.43	Acquired	4914455	Indirect
2013-01-10	Common Stock	S	46526	$33.5874	Disposed	4867929	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-10	Non-Qualified Stock Option (right to buy)	$6.63	J	29860	Disposed	2013-01-11	Common Stock (29860)	Indirect
2013-01-10	Non-Qualified Stock Option (right to buy)	$28.43	J	16666	Disposed	2013-03-12	Common Stock (16666)	Indirect

Footnotes

F1: 4,867,929 shares are owned directly by Blackstar InvestCo LLC, which is wholly-owned by Daimler North America Corporation ("DNAC"). The 29,860 shares and 16,666 shares represent shares issuable upon exercise of options owned directly by DNAC, which shares were sold by DNAC simultaneously with the exercise of these options. 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: The options vested in installments between December 4, 2009 and December 12, 2012.

F3: The options were 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: The options vested in installments between June 13, 2011 and December 12, 2012.