Musk Elon 4
4 · Tesla, Inc. · Filed Jun 17, 2026
Research Summary
AI-generated summary of this filing
Tesla CEO Elon Musk Exercises Options, Net Adds ~286M Shares
What Happened
- Elon Musk (Tesla CEO and >10% owner) exercised stock-option/derivative awards on June 16, 2026, resulting in the issuance of 303,960,630 shares at a split‑adjusted exercise price of $23.34 (aggregate value shown $7,094,441,104). To satisfy the exercise price/tax obligations, the company withheld 17,531,857 shares (treated as a disposition valued at $404.66 each, aggregate ~$7.09B). After withholding, Musk received a net ~286,428,773 newly issued common shares. The derivative instrument converted to common stock (shown as a $0 disposition for the derivative).
Key Details
- Transaction date: 2026-06-16 (Form filed 2026-06-17; appears timely).
- Exercise: 303,960,630 shares exercised at $23.34 each (total value reported ~$7.09B).
- Withholding (tax/exercise payment): 17,531,857 shares withheld (valued at $404.66 each; aggregate ~$7.09B) — net receipt ≈ 286,428,773 shares.
- Shares withheld were a net share settlement (F code) — not an open‑market sale.
- Footnotes: Shares underlying the exercise are restricted stock tied to prior performance awards (including the 2018 award adjusted for stock splits and portions of the 2025 CEO Performance Award). The restricted shares are subject to vesting/service conditions (scheduled vesting noted Jan 19, 2028 for the exercised award) and voting agreements/irrevocable proxy for certain 2025 award shares.
- Reporting status: Reporting person is a 10% owner (Elon Musk Revocable Trust referenced). Filing indicates standard implementation agreement and notice procedures were followed.
Context
- This was an exercise of options/derivative conversion with net share settlement (company withheld shares to satisfy exercise price/taxes). Because the withheld shares were used internally, there were no open‑market sales tied to this withholding — important for investors interpreting insider selling activity. As a >10% owner and CEO, Musk’s transactions are institutional-level and reflect option exercise mechanics rather than a simple buy/sell sentiment signal.
Insider Transaction Report
Form 4
Tesla, Inc.TSLA
Musk Elon
DirectorCEO10% Owner
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-06-16$23.34/sh+303,960,630$7,094,441,104→ 727,704,534 total - Tax Payment
Common Stock
[F3]2026-06-16$404.66/sh−17,531,857$7,094,441,254→ 710,172,677 total - Exercise/Conversion
Non-Qualified Stock Option (right to buy)
[F1][F5]2026-06-16−303,960,630→ 0 totalExercise: $23.34Exp: 2028-01-20→ Common Stock (303,960,630 underlying)
Holdings
- 413,152,109(indirect: By Trust)
Common Stock
[F4]
Footnotes (5)
- [F1]Represents shares of restricted stock underlying exercise of a performance-based stock option award to purchase shares of common stock of Tesla, Inc. (the "Company" and such award, the "Award") in accordance with an implementation agreement, dated April 21, 2026 (the "Implementation Agreement") between the Company and the Reporting Person. The Reporting Person delivered notice of the intended exercise date and method to the Company on June 9, 2026 in accordance with the five business day notice period pursuant to the Implementation Agreement. The shares of restricted stock are scheduled to vest on January 19, 2028, subject to the Reporting Person's satisfaction of a service-based vesting condition.
- [F2]Includes 423,743,904 shares of restricted stock that were granted pursuant to Tesla, Inc.'s 2025 CEO Performance Award in twelve equal tranches, and were issued following receipt of all necessary approvals. The shares of restricted stock are subject to a voting agreement, and the Reporting Person has given an irrevocable proxy to the Company's secretary to vote the shares in accordance with the terms of the voting agreement. The earning of each tranche is subject to satisfaction of certain conditions. If earned on or prior to September 3, 2030, the tranches of restricted stock will vest on March 3, 2033, and if earned from September 4, 2030 through September 3, 2035, the tranches of restricted stock will vest on September 3, 2035, in each case subject to satisfaction of certain conditions.
- [F3]Represents shares of common stock withheld by the Company in connection with net share settlement, in accordance with the Implementation Agreement, to satisfy the Reporting Person's exercise price obligations related to the Reporting Person's exercise of the Award. The transaction did not involve any open-market sales of securities.
- [F4]The Elon Musk Revocable Trust dated July 22, 2003, for which the Reporting Person is the trustee.
- [F5]On January 21, 2018, the Reporting Person was granted the Award, which was originally in respect of 20,264,042 shares of common stock of the Company at an exercise price of $350.02, by the Company's board of directors, subject to shareholder approval of the Award. The Company's shareholders approved the Award on March 21, 2018. The Award was adjusted to give effect to a five-for-one forward split of the Company's common stock in the form of a stock dividend distributed on August 28, 2020 and a three-for-one forward split of the Company's common stock in the form of a stock dividend distributed on August 24, 2022. The Award's split-adjusted exercise price is $23.34. The shares vested in twelve equal installments upon the achievement of performance milestones that were based on operational and market capitalization metrics.
Signature
By: Aaron Beckman by Power of Attorney For: Elon Musk|2026-06-17