SEC Form 4 · accession 0001495158-19-000002
Tesla, Inc. · TSLA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Antonio J. Gracias
Director
Period of report
Feb 13, 2019
Accepted (ET)
Feb 15, 2019 · 9:45 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 Stock | Feb 13, 2019 | M | 7,200 | $29.66 | A | 19,572 | D | |
| Common StockF2 | Feb 13, 2019 | S | 1,600 | $306.57 | D | 17,972 | D | |
| Common StockF3 | Feb 13, 2019 | S | 3,602 | $307.594 | D | 14,370 | D | |
| Common StockF4 | Feb 13, 2019 | S | 1,797 | $308.48 | D | 12,573 | D | |
| Common StockF5 | Feb 13, 2019 | S | 891 | $309.208 | D | 11,682 | D | |
| Common StockF6 | Feb 13, 2019 | S | 500 | $310.225 | D | 11,182 | D | |
| Common Stock | Feb 14, 2019 | M | 7,200 | $29.66 | A | 18,382 | D | |
| Common StockF7 | Feb 14, 2019 | S | 197 | $301.52 | D | 18,185 | D | |
| Common StockF8 | Feb 14, 2019 | S | 803 | $302.662 | D | 17,382 | D | |
| Common StockF9 | Feb 14, 2019 | S | 2,629 | $303.563 | D | 14,753 | D | |
| Common StockF10 | Feb 14, 2019 | S | 4,061 | $304.627 | D | 10,692 | D | |
| Common StockF11 | Feb 14, 2019 | S | 700 | $305.574 | D | 9,992 | D | |
| Common StockF12 | holding | — | — | — | 271,778 | I | by AJG Growth Fund | |
| Common StockF13 | holding | — | — | — | 4,253 | I | by VEM II |
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)F14 | $29.66 | Feb 13, 2019 | M | 7,200 | D | — | Jun 12, 2019 | Common Stock | 7,200 | 65,000 | D |
| Non-Qualified Stock Option (right to buy)F14 | $29.66 | Feb 14, 2019 | M | 7,200 | D | — | Jun 12, 2019 | Common Stock | 7,200 | 57,800 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 5, 2018.
- F10The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $304.06 to $305.04, 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.
- F11The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $305.21 to $305.88, 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.
- F12These shares are owned directly by AJG Growth Fund LLC. The reporting person is the manager of AJG Growth Fund LLC and may be deemed to have an indirect pecuniary interest in the shares owned by AJG Growth Fund LLC. The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
- F13These shares are owned directly by Valor Equity Management II, LP. The reporting person is the manager of Valor Equity Management II, LP and may be deemed to have an indirect pecuniary interest in the shares owned by Valor Equity Management II, LP. The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
- F141/24th of the shares granted became vested and exercisable as of each monthly anniversary beginning on July 8, 2013, such that all shares subject to the Option were fully vested and exercisable by June 8, 2015.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $306.01 to $306.935, 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.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $307.02 to $308.01, 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.
- F4The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $308.03 to $309.00, 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.
- F5The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $309.05 to $309.40, 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.
- F6The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $310.75 to $310.475, 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.
- F7The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $301.03 to $302.01, 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.
- F8The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $302.05 to $303.00, 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.
- F9The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $303.055 to $304.050, 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.