Tesla, Inc. — Director's Dealing 2019

May 1, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tesla, Inc. (TSLA)
CIK: 0001318605
Period of Report: 2019-04-26

Reporting Person: Straubel Jeffrey B (Chief Technical Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-04-26	Common Stock	M	15000	$31.49	Acquired	321398	Direct
2019-04-26	Common Stock	S	800	$232.008	Disposed	320598	Direct
2019-04-26	Common Stock	S	700	$232.75	Disposed	319898	Direct
2019-04-26	Common Stock	S	1100	$234.099	Disposed	318798	Direct
2019-04-26	Common Stock	S	2500	$234.87	Disposed	316298	Direct
2019-04-26	Common Stock	S	700	$236.021	Disposed	315598	Direct
2019-04-26	Common Stock	S	200	$236.81	Disposed	315398	Direct
2019-04-26	Common Stock	S	500	$238.392	Disposed	314898	Direct
2019-04-26	Common Stock	S	300	$239.46	Disposed	314598	Direct
2019-04-26	Common Stock	S	1000	$240.724	Disposed	313598	Direct
2019-04-26	Common Stock	S	2100	$241.695	Disposed	311498	Direct
2019-04-26	Common Stock	S	2500	$242.634	Disposed	308998	Direct
2019-04-26	Common Stock	S	1700	$243.755	Disposed	307298	Direct
2019-04-26	Common Stock	S	800	$244.563	Disposed	306498	Direct
2019-04-26	Common Stock	S	100	$245.46	Disposed	306398	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-26	Non-Qualified Stock Option (right to buy)	$31.49	M	15000	Disposed	2022-02-13	Common Stock (15000)	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 November 12, 2018.

F2: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $231.380 to $232.240, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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 $232.420 to $233.200, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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 $233.490 to $234.480, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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 $234.490 to $235.450, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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 $235.680 to $236.570, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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 $236.690 to $236.930, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $238.010 to $238.890, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F9: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $239.110 to $239.860, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F10: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $240.250 to $241.090, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F11: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $241.250 to $242.230, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F12: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.250 to $243.240, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F13: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.300 to $244.290, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F14: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.310 to $245.200, inclusive. The reporting person undertakes to provide Tesla, Inc., any security holder of Tesla, 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.

F15: 1/48th of the shares subject to the option vested on each monthly anniversary beginning on March 13, 2012, such that all shares subject to the Option became fully vested and exercisable as of December 13, 2015.