Schedule 13G/A

Filed by: MUSK ELON
Total Shares: 35,528,873
Subject Company: Tesla Inc - View Complete Ownership History Backtest
Filed as of Date: 02/13/2015
Event Date: 12/31/2014
Overall % Ownership: 26.7
Theoretical performance if you bought this security on the day the filing was released.
Perf 1d Perf 5d Perf 1m Perf 6m Perf 1y Max Gain # Days to Max Gain Max Loss # Days to Max Loss
0.2846 1.7495 -6.4779 19.3257 -23.8504 38.5189 108 -29.494 250

Reporting Persons

Name Sole
Voting Power
Shared
Voting Power
Sole
Dispositive Power
Shared
Dispositive Power
Aggregate
Amount Owned
Percent
of class
Elon R Musk 35,528,859 35,528,859 35,528,859 35,528,859 35,528,873 26.7%
View Original Filing on Edgar's

Raw Filing Contents

0001193125-15-050342.txt : 20150213
0001193125-15-050342.hdr.sgml : 20150213
20150213171034
ACCESSION NUMBER:		0001193125-15-050342
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20150213
DATE AS OF CHANGE:		20150213

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			TESLA MOTORS INC
		CENTRAL INDEX KEY:			0001318605
		STANDARD INDUSTRIAL CLASSIFICATION:	MOTOR VEHICLES & PASSENGER CAR BODIES [3711]
		IRS NUMBER:				912197729
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-85943
		FILM NUMBER:		15616153

	BUSINESS ADDRESS:	
		STREET 1:		3500 DEER CREEK RD
		CITY:			PALO ALTO
		STATE:			CA
		ZIP:			94070
		BUSINESS PHONE:		650-681-5000

	MAIL ADDRESS:	
		STREET 1:		3500 DEER CREEK RD
		CITY:			PALO ALTO
		STATE:			CA
		ZIP:			94070

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Musk Elon
		CENTRAL INDEX KEY:			0001494730

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	MAIL ADDRESS:	
		STREET 1:		C/O TESLA MOTORS, INC.
		STREET 2:		3500 DEER CREEK ROAD
		CITY:			PALO ALTO
		STATE:			CA
		ZIP:			94304
SC 13G/A 1 d873648dsc13ga.htm SC 13G/A SC 13G/A

SCHEDULE 13G/A

(Amendment No. 4)*

Under the Securities Exchange Act of 1934

Tesla Motors, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

88160R 101

(CUSIP Number)

December 31, 2014

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-l(b)

¨ Rule 13d-l(c)

x Rule 13d-l(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

Page 1 of 5 pages


CUSIP No. 88160R 101  

 

1.  

Names of Reporting Persons.

 

Elon R. Musk

2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  x

 

3.  

SEC Use Only

 

4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.     

Sole Voting Power

 

35,528,859 (See Item 4(a) below)

   6.   

Shared Voting Power

 

35,528,859 (See Item 4(a) below)

   7.   

Sole Dispositive Power

 

35,528,859 (See Item 4(a) below)

   8.   

Shared Dispositive Power

 

35,528,859 (See Item 4(a) below)

9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

35,528,859 (See Item 4(a) below)

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

26.7%

12.  

Type of Reporting Person (See Instructions)

 

IN

 

 

Page 2 of 5 pages


Item 1.

 

  (a) Name of Issuer:

Tesla Motors, Inc.

 

  (b) Address of Issuer’s Principal Executive Offices:

3500 Deer Creek Road

Palo Alto, CA 94304

Item 2.

 

  (a) Name of Person Filing:

Elon R. Musk

 

  (b) Address of Principal Business Office or, if none, Residence

c/o Tesla Motors, Inc., 3500 Deer Creek Road, Palo Alto, CA 94304

 

  (c) Citizenship:

United States

 

  (d) Title of Class of Securities:

Common Stock, $0.001 par value per share

 

  (e) CUSIP Number:

88160R 101

Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

  (a) ¨   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

  (b) ¨   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

  (c) ¨   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

  (d) ¨   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

  (e) ¨   An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E);

 

  (f) ¨   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

  (g) ¨   A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

  (h) ¨   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

  (i) ¨   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

  (j) ¨   Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a) Amount beneficially owned: 35,528,859 shares which includes (i) options to purchase 7,240,162 shares of Common Stock that are exercisable within 60 days of December 31, 2014 and (ii) 28,288,697 shares of Common Stock held by the Elon Musk Revocable Trust dated July 22, 2003.

 

(b) Percent of class: 26.7% (percentage ownership is calculated based on 125,687,607 shares of common stock outstanding as of December 31, 2014 and assumes that the 7,240,162 shares of common stock underlying the stock options are deemed outstanding pursuant to SEC Rule 13d-3(d)(1)(i)).

 

Page 3 of 5 pages


(c) Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:   35,528,859 (See Item 4(a) above)
(ii) Shared power to vote or to direct the vote:   35,528,859 (See Item 4(a) above)
(iii) Sole power to dispose or to direct the disposition of:   35,528,859 (See Item 4(a) above)
(iv) Shared power to dispose or to direct the disposition of:   35,528,859 (See Item 4(a) above)

 

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

 

Item 8. Identification and Classification of Members of the Group.

Not applicable.

 

Item 9. Notice of Dissolution of Group.

Not applicable.

 

Item 10. Certifications.

Not applicable.

 

Page 4 of 5 pages


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 13, 2015

Date

/s/ Elon R. Musk

Elon R. Musk

 

Page 5 of 5 pages

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