Sec Form 4 Filing - MURDOCH JAMES R @ Tesla, Inc. - 2025-03-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
MURDOCH JAMES R
2. Issuer Name and Ticker or Trading Symbol
Tesla, Inc. [ TSLA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O TESLA, INC., 1 TESLA ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/10/2025
(Street)
AUSTIN, TX78725
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/10/2025 M 180,000 A $ 23.85 180,000 D
Common Stock 03/10/2025 M 351,787 A $ 24.73 531,787 D
Common Stock 03/10/2025 S 54,776 ( 1 ) D $ 240.788 ( 2 ) 477,011 D
Common Stock 250,020 I by JRM Rev. Trust
Common Stock 157,275 I by Seven Hills Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 23.85 03/10/2025 M 180,000 ( 3 ) 06/14/2025 Common Stock 180,000 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 24.73 03/10/2025 M 351,787 ( 4 ) 06/18/2025 Common Stock 351,787 $ 0 398,213 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MURDOCH JAMES R
C/O TESLA, INC.
1 TESLA ROAD
AUSTIN, TX78725
X
Signatures
By: Aaron Beckman, Power of Attorney For: James Murdoch 03/12/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares were sold to cover the exercise price relating to the exercise of stock options to purchase 531,787 shares, which are scheduled to expire in 2025.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $240.650 to $241.050, 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
( 3 )This stock option award is an equity award, which is scheduled to expire in June 2025, granted pursuant to Tesla, Inc.'s 2010 Equity Incentive Plan and Outside Director Compensation Policy. 1/36th of the shares granted became vested and exercisable as of each monthly anniversary following June 14, 2018, such that all options subject to the award became fully vested and exercisable by June 14, 2021.
( 4 )This stock option award is an equity award, which is scheduled to expire in June 2025, granted pursuant to Tesla, Inc.'s 2010 Equity Incentive Plan and Outside Director Compensation Policy. 1/36th of the shares granted became vested and exercisable as of each monthly anniversary following June 18, 2018, such that all options subject to the award became fully vested and exercisable by June 18, 2021.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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