SEC Form 4 · accession 0001209191-15-067192

Tesla, Inc. · TSLA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Ira Matthew Ehrenpreis

Director

Period of report

Aug 18, 2015

Accepted (ET)

Aug 20, 2015 · 6:25 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001318605

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F2	Aug 18, 2015	M	16,698	$29.66	A	26,086	I	By TP Management VIII, LLC
Common Stock^F3,F2	Aug 18, 2015	S	16,698	$255.39	D	9,388	I	By TP Management VIII, LLC
Common Stock^F4,F2	Aug 18, 2015	J	9,388	—	D	0	I	By TP Management VIII, LLC
Common Stock^F4	Aug 18, 2015	J	9,388	—	A	15,272	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non Qualified Stock Option (Right to Buy)^F1,F2,F5	$29.66	Aug 18, 2015	M	16,698	D	—	Jun 12, 2019	Common Stock	16,698	8,492	I
Non Qualified Stock Option (Right to Buy)^F6,F2,F5	$29.66	Aug 18, 2015	J	8,492	D	—	Jun 12, 2019	Common Stock	8,492	0	I
Non Qualified Stock Option (Right to Buy)^F6,F5	$29.66	Aug 18, 2015	J	8,492	A	—	Jun 12, 2019	Common Stock	8,492	8,492	D

Explanation of responses

F1The Reporting Person held these options as nominee of TP Management VIII, LLC and, at the direction of TP Management VIII, LLC, exercised the options and delivered the shares of Common Stock received upon such exercise to TP Management VIII, LLC, for the benefit of the members of TP Management VIII, LLC.
F2The Reporting Person is a managing member of the general partner of such entity, and disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
F3Represents weighted average sales price. The shares were sold at prices ranging from $255.00 to $255.87. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F4Represents the distribution in kind of the reported securities by TP Management VIII, LLC to the Reporting Person in respect of his pecuniary interest therein, for no additional consideration.
F5Fully vested and immediately exercisable in full.
F6Prior to the exercise of the options reported herein as described in footnote (1), the Reporting Person held the options as nominee of TP Management VIII, LLC. Following the exercise of such options for the benefit of the members of TP Management VIII, LLC, the remaining balance of the options consists entirely of the Reporting Person's pecuniary interest in the options. Accordingly, following such exericse, the nominee arrangement terminated for no additional consideration, and the Reporting Person now holds the remaining options directly for his exclusive benefit, representing a change in the form of ownership of such options from indirect to direct.