Tesla, Inc. — Director's Dealing 2015

Aug 20, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TESLA MOTORS INC (TSLA)
CIK: 0001318605
Period of Report: 2015-08-18

Reporting Person: Ahuja Deepak (CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-08-18	Common Stock	M	4823.0	$2.7	Acquired	12093	Direct
2015-08-18	Common Stock	M	177.0	$2.7	Acquired	12270	Direct
2015-08-18	Common Stock	S	200.0	$254.16	Disposed	12070	Direct
2015-08-18	Common Stock	S	400.0	$255.253	Disposed	11670	Direct
2015-08-18	Common Stock	S	600.0	$256.563	Disposed	11070	Direct
2015-08-18	Common Stock	S	2101.0	$257.584	Disposed	8969	Direct
2015-08-18	Common Stock	S	1200.0	$258.503	Disposed	7769	Direct
2015-08-18	Common Stock	S	400.0	$259.985	Disposed	7369	Direct
2015-08-18	Common Stock	S	99.0	$260.59	Disposed	7270	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-08-18	Incentive Stock Option (right to buy)	$2.7	M	177.0	Disposed	2016-04-12	Common Stock (177)	Direct
2015-08-18	Non-Qualified Stock Option (right to buy)	$2.7	M	4823.0	Disposed	2015-09-02	Common Stock (4823)	Direct

Footnotes

F1: The stock option exercise and sales reported on this Form 4 were effected pursuant to a pre-determined Rule 10b5-1 trading plan adopted by the reporting person on March 3, 2014 and amended on March 3, 2015. The reporting person adopted the trading plan to periodically exercise long held stock options that are expiring in September 2015 and April 2016.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $253.83 to $254.4903, 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: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $255.03 to $255.48, 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 $256.06 to $256.9715, 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 $257.20 to $258.05, 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 $258.20 to $258.91, 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: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $259.49 to $260.26, 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.

F8: 1/48th of the shares subject to the option first became vested and exercisable on the date listed with the remaining shares becoming vested and exercisable thereafter on each monthly anniversary of the grant date, so that all such shares were vested as of the fourth anniversary of the grant date.

F9: 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.