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Tesla, Inc. Director's Dealing 2013

Jan 3, 2013

29741_dirs_2013-01-03_dc854ec1-ebb8-4168-a91c-ca686038f07f.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2013-01-02

Reporting Person: Ahuja Deepak (Chief Financial Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-01-02 Common Stock M 4675 $14.17 Acquired 6155 Direct
2013-01-02 Common Stock S 4675 $35.021 Disposed 1480 Direct
2013-01-02 Common Stock M 2745 $6.63 Acquired 4225 Direct
2013-01-02 Common Stock S 2745 $35.021 Disposed 1480 Direct
2013-01-02 Common Stock M 2580 $2.7 Acquired 4060 Direct
2013-01-02 Common Stock S 2580 $35.021 Disposed 1480 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-01-02 Non-Qualified Stock Option (right to buy) $2.7 M 2580 Disposed 2015-09-02 Common Stock (2580) Direct
2013-01-02 Non-Qualified Stock Option (right to buy) $6.63 M 2745 Disposed 2016-12-03 Common Stock (2745) Direct
2013-01-02 Non-Qualified Stock Option (right to buy) $14.17 M 4675 Disposed 2017-06-11 Common Stock (4675) Direct

Footnotes

F1: The stock option exercise and sale reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 8, 2012.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.71 to $35.21, inclusive. The reporting person undertakes to provide Tesla Motors, Inc., any security holder of Tesla Motors, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3: 1/4th of the shares subject to the option first become vested and exercisable on the date listed 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.