Tesla, Inc. — Director's Dealing 2013

Nov 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2013-11-07

Reporting Person: Gracias Antonio J. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-07	Common Stock	J	2231.0	$0.0	Acquired	90993	Direct
2013-11-07	Common Stock	J	33333.0	$0.0	Disposed	0	Indirect
2013-11-07	Common Stock	J	2756.0	$0.0	Acquired	242021	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	46633	Indirect

Footnotes

F1: Shares were received by the reporting person as part of the pro-rata distribution by VEP I effected on November 7, 2013.

F2: Shares were transferred as part of a pro-rata distribution by Valor Equity Partners, LP ("VEP I"), the record and direct beneficial owner of the shares, to its general and limited partners effected on November 7, 2013.

F3: Shares were received as part of the pro-rata distribution by VEP I effected on November 7, 2013. AJG Growth Fund LLC is the record and direct beneficial owner of 242,021 shares. 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. The reporting person disclaims beneficial ownership of the shares held by AJG Growth Fund LLC, except to the extent of his pecuniary interest therein.

F4: The reporting person indirectly beneficially owns a total of 46,633 shares owned through Valor Equity Management II, LP ("VEP II").