TSLA Form 4: CFO Taneja cashes options, holds stake flat

Rhea-AI Filing Summary

Tesla, Inc. (TSLA) – Form 4 insider activity

Chief Financial Officer Vaibhav Taneja reported a two-day series of option exercises and share sales executed under a Rule 10b5-1 trading plan adopted 1 May 2024.

• Option exercise: 6,000 non-qualified stock options were exercised on 7-8 Jul 2025 at an exercise price of $18.22 (grant expires 19 Apr 2029). Remaining options under the grant total 713,920 shares.
• Share sales: Exactly 6,000 common shares were sold in multiple market transactions at weighted-average prices ranging from $289.95 to $300.00, generating gross proceeds of roughly $1.75 million. Footnotes indicate a portion of the sales covered option exercise costs and withholding taxes.
• Holdings impact: Direct ownership closed the period unchanged at 5,923.5 shares. Indirect ownership via GRATs remains at 111,000 shares. Therefore, no net change in the executive’s equity exposure occurred.

The activity appears routine, aligning with scheduled option maturities and liquidity needs rather than signaling a strategic shift. Nonetheless, the sale price area (~$290-$300) represents a ~16-20× premium to the option strike, locking in substantial gains while the executive retains both equity and a sizable option position, maintaining alignment with shareholders.

Positive

• No net reduction in the CFO’s direct or indirect equity position, preserving alignment with shareholder interests.
• Use of a pre-established Rule 10b5-1 plan limits concerns over selective timing and supports strong corporate governance practices.

Negative

• $1.75 million in share sales may be interpreted by some investors as opportunistic profit-taking despite being plan-driven.
• Large remaining option pool (713,920 shares) implies future potential dilution and further insider selling events.

Insights

Equity Analyst

TL;DR – CFO exercised 6k options & sold equal shares; ownership unchanged, routine 10b5-1.

The Form 4 shows Vaibhav Taneja converting 6,000 low-priced options ($18.22) and immediately disposing of the resulting shares at ~$290-$300. The transactions, pre-scheduled under Rule 10b5-1, appear primarily for tax and cash purposes. Importantly, his direct stake remains at 5,923.5 shares and his indirect GRAT holdings total 111,000 shares, so there is no dilution of insider alignment. With over 713k options still outstanding, the CFO retains significant upside exposure. Market impact is likely minimal; investors typically view 10b5-1 sales that leave ownership unchanged as neutral.

Corporate Governance Specialist

TL;DR – Scheduled sale, not an opportunistic dump; governance risk low.

The filing confirms adherence to best-practice governance: advance adoption of a 10b5-1 plan, disclosure of weighted-average prices, and explicit explanation of tax-related sells. The pattern—exercise then immediate sell—mirrors standard compensation monetisation. Because total economic exposure was maintained, I view the activity as procedural rather than a bearish signal. Investors should focus more on future option expiries (713,920 remaining) that could create similar filings rather than near-term directional insights.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Taneja Vaibhav

(Last) (First) (Middle)

C/O TESLA, INC.

1 TESLA ROAD

(Street)

AUSTIN TX 78725

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tesla, Inc. [ TSLA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	07/07/2025		M(1)		4,000	A	$18.22	9,923.5	D
Common Stock	07/07/2025		S(1)		193(2)	D	$289.948(3)	9,730.5	D
Common Stock	07/07/2025		S(1)		400(2)	D	$291.178(4)	9,330.5	D
Common Stock	07/07/2025		S(1)		1,100(2)	D	$291.999(5)	8,230.5	D
Common Stock	07/07/2025		S(1)		1,200(2)	D	$293.255(6)	7,030.5	D
Common Stock	07/07/2025		S(1)		907(2)	D	$294.348(7)	6,123.5	D
Common Stock	07/07/2025		S(1)		200(2)	D	$295.175(8)	5,923.5	D
Common Stock	07/08/2025		M(1)		2,000	A	$18.22	7,923.5	D
Common Stock	07/08/2025		S(1)		2,000(9)	D	$300	5,923.5	D
Common Stock								111,000	I	See Footnote(10)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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)	$18.22	07/07/2025		M(1)			4,000	(11)	04/19/2029	Common Stock	4,000	$0.000	715,920	D
Non-Qualified Stock Option (right to buy)	$18.22	07/08/2025		M(1)			2,000	(11)	04/19/2029	Common Stock	2,000	$0.000	713,920	D

Explanation of Responses:

1. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 1, 2024.

2. Out of the total of 4,000 shares sold on July 7, 2025, approximately 1,841 shares were sold to cover the exercise price, and to satisfy the reporting person's tax withholding obligations related to the exercise of stock options to purchase 4,000 shares as reported herein.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $289.500 to $290.430, 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.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $290.510 to $291.450, 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.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $291.620 to $292.270, 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.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $292.720 to $293.590, 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.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $293.910 to $294.810, 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.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $295.040 to $295.310, 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.

9. Out of the total of 2,000 shares sold on July 8, 2025, approximately 919 shares were sold to cover the exercise price, and to satisfy the reporting person's tax withholding obligations related to the exercise of stock options to purchase 2,000 shares as reported herein.

10. 55,500 shares are held directly by the reporting person in GRATs, for which the reporting person is a trustee, and 55,500 shares are held directly by the spouse of the reporting person in GRATs, for which the spouse of the reporting person is a trustee.

11. 1/8th of the shares subject to the option became vested and exercisable on September 13, 2019, and an additional 1/48th of the shares subject to the option vested each month thereafter, so that all such shares subject to this option became fully vested on March 13, 2023.

	By: Aaron Beckman, Power of Attorney For: Vaibhav Taneja	07/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many Tesla (TSLA) shares did CFO Vaibhav Taneja sell?

He sold 6,000 shares on 7-8 Jul 2025.

Were the Tesla insider sales part of a 10b5-1 trading plan?

Yes, the transactions were executed under a Rule 10b5-1 plan adopted on 1 May 2024.

What price did the CFO receive for his TSLA shares?

Weighted-average sale prices ranged from $289.95 to $300.00 per share.

Did the CFO's total Tesla shareholding change after the transactions?

No. Direct holdings remain at 5,923.5 shares; indirect GRAT holdings stay at 111,000 shares.

How many Tesla stock options does the CFO still hold?

After the exercises, 713,920 options under the 2019 grant remain outstanding.

Why were some shares sold immediately after option exercise?

Footnotes state part of the sales covered the $18.22 exercise cost and associated tax withholding.