SEC Form 4 · accession 0001494730-16-000010
Tesla, Inc. · TSLA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey B Straubel
Officer — Chief Technical Officer
Period of report
Nov 21, 2016
Accepted (ET)
Nov 23, 2016 · 8:48 pm EST
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 StockF2 | Nov 21, 2016 | A | 83,407 | $0.00 | A | 326,225 | 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)F3 | $248.82 | Nov 21, 2016 | A | 110 | A | Nov 21, 2016 | Dec 21, 2016 | Common Stock | 110 | 110 | D |
| Non-Qualified Stock Option (right to buy)F4 | $568.28 | Nov 21, 2016 | A | 3,300 | A | Nov 21, 2016 | Dec 21, 2016 | Common Stock | 3,300 | 3,300 | D |
Explanation of responses
- F1The transactions reported on this Form 4 are exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-3 promulgated under the Exchange Act.
- F2Received in exchange for 758,246 shares of SolarCity Corporation's common stock in connection with the Merger. In accordance with the terms of the Merger, each share of SolarCity common stock was converted into the right to receive 0.110 shares of Tesla common stock, with cash paid in lieu of fractional shares. At the effective time of the Merger, the last traded price of SolarCity's common stock was $20.34 per share, and the last traded price of Tesla's common stock was $185.02 per share.
- F3Received in the Merger in exchange for an employee stock option to acquire 1,000 shares of SolarCity common stock for $27.37 per share. In accordance with the terms of the Merger, each SolarCity stock option that was outstanding immediately prior to the effective time of the merger was converted automatically into a stock option to purchase Tesla common stock.
- F4Received in the Merger in exchange for an employee stock option to acquire 30,000 shares of SolarCity common stock for $62.51 per share. In accordance with the terms of the Merger, each SolarCity stock option that was outstanding immediately prior to the effective time of the merger was converted automatically into a stock option to purchase Tesla common stock.