Tesla, Inc. — Director's Dealing 2014

Apr 21, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2014-04-17

Reporting Person: Ahuja Deepak (CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-17	Common Stock	M	10000.0	$2.7	Acquired	13151	Direct
2014-04-17	Common Stock	S	1100.0	$196.617	Disposed	12051	Direct
2014-04-17	Common Stock	S	2662.0	$195.882	Disposed	9389	Direct
2014-04-17	Common Stock	S	4042.0	$196.794	Disposed	5347	Direct
2014-04-17	Common Stock	S	1696.0	$197.716	Disposed	3651	Direct
2014-04-17	Common Stock	S	500.0	$199.55	Disposed	3151	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-17	Incentive Stock Option (right to buy)	$6.63	M	10000.0	Disposed	2016-12-03	Common Stock (10000)	Direct

Footnotes

F1: The stock option exercise and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 3, 2014.

F2: Amount of securities beneficially owned includes 176 shares acquired under the Tesla Motors, Inc. Employee Stock Purchase Plan on February 28, 2014.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.36 to $195.27, 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.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.36 to $196.33, 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.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.37 to $197.35, 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.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.40 to $198.17, 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.

F7: 1/4th of the shares subject to the option first became vested and exercisable on the date listed and 1/48th of the shares subject to the option became vested and exercisable each month thereafter.