Elon Musk (TSLA) reports 699.6M shares, representing 19.9% of Tesla

Rhea-AI Filing Summary

Elon R. Musk amends a Schedule 13G/A to report beneficial ownership of 699,580,882 shares of Tesla common stock, representing 19.9% of the class.

The filing states the ownership calculation is based on April 16, 2026 share data and explains that the amount includes 286,428,773 restricted shares subject to a service-based vesting condition under an Implementation Agreement. The filing also notes Mr. Musk disclaims beneficial ownership of a 423,743,904 share 2025 CEO Performance Award that is subject to a Voting Agreement and irrevocable proxy.

Insights

Securities Ownership Specialist

Disclosure clarifies Mr. Musk's voting and dispositive position near the 20% threshold.

The amendment lists 699,580,882 shares as beneficially owned and cites an April 16, 2026 outstanding-share base used to calculate 19.9%. It specifies which restricted shares are included and which awards Mr. Musk disclaims, and references an Implementation Agreement and a Voting Agreement.

Because the filing documents proxy and disclaimer mechanics, the practical control over certain award shares is limited by the Voting Agreement language. Subsequent filings or exhibits may disclose further mechanics or amendments to these agreements.

Corporate Governance Analyst

Filing separates shares Mr. Musk controls from those he disclaims, clarifying governance exposure.

The filing identifies 423,743,904 shares from the 2025 CEO Performance Award as disclaimed and subject to a Voting Agreement that gives Tesla's secretary an irrevocable proxy to vote proportionately. It also notes a 96,000,000 interim award was forfeited following a Tornetta Decision Event.

These mechanics affect how many shares Mr. Musk can dispositively control; corporate records and subsequent proxy statements will show whether voting alignment or dilution dynamics change over time.

Key Figures

Beneficial ownership: 699,580,882 shares Percent of class: 19.9% Outstanding shares used: 3,755,723,871 shares +3 more

6 metrics

Beneficial ownership 699,580,882 shares Reported beneficially owned shares as disclosed in the amendment

Percent of class 19.9% Calculated based on 3,755,723,871 shares outstanding as of April 16, 2026

Outstanding shares used 3,755,723,871 shares Shares outstanding as of <date>April 16, 2026</date> used for percentage calculation

Included restricted shares 286,428,773 shares Restricted shares received upon exercise of a 2018 option, subject to Implementation Agreement

Disclaimed performance award 423,743,904 shares 2025 CEO Performance Award shares over which Mr. Musk disclaims beneficial ownership

Forfeited interim award 96,000,000 shares 2025 CEO Interim Award forfeited on April 21, 2026 due to Tornetta Decision Event

Key Terms

Beneficial ownership, Voting Agreement, Implementation Agreement, Tornetta Decision Event

4 terms

Beneficial ownership regulatory

"Amount beneficially owned: 699,580,882 shares, which includes"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Voting Agreement corporate governance

"shares are subject to a Voting Agreement and over which an irrevocable proxy"

A voting agreement is a legally binding pact in which shareholders promise to cast their votes the same way on certain corporate matters, such as electing directors or approving a merger. It matters to investors because it changes who controls company decisions and makes outcomes more predictable—like a group of neighbors agreeing in advance to vote the same way on a community rule, it can strengthen or limit the influence of other shareholders and affect the company’s future direction.

Implementation Agreement corporate governance

"service-based vesting condition in accordance with the terms of an Implementation Agreement"

Tornetta Decision Event other

"forfeited on April 21, 2026 as a result of a Tornetta Decision Event"

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Available on EDGAR 06/17/2026 - 04:55 PM Accepted by SEC EDGAR 06/17/2026 - 04:55 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 17)

Tesla, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

88160R101

(CUSIP Number)

06/16/2026

(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-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 88160R101

1

Names of Reporting Persons

Elon R. Musk

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

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 699,580,882.00
6	Shared Voting Power 699,580,882.00
7	Sole Dispositive Power 699,580,882.00
8	Shared Dispositive Power 699,580,882.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

699,580,882.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

19.9 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Tesla, Inc.
(b)	Address of issuer's principal executive offices: 1 Tesla Road, Austin, TX 78725
Item 2.
(a)	Name of person filing: Elon R. Musk
(b)	Address or principal business office or, if none, residence: c/o Tesla, Inc., 1 Tesla Road, Austin, TX 78725
(c)	Citizenship: United States
(d)	Title of class of securities: Common Stock, $0.001 par value per share
(e)	CUSIP No.: 88160R101
Item 4.	Ownership
(a)	Amount beneficially owned: 699,580,882 shares, which includes (i) 413,152,109 shares of Tesla, Inc. common stock ("Common Stock") held by the Elon Musk Revocable Trust dated July 22, 2003 and (ii) 286,428,773 shares of restricted Common Stock that are subject to a service-based vesting condition in accordance with the terms of an implementation agreement, dated April 21, 2026 (the "Implementation Agreement"), but are otherwise issued and outstanding and carry voting rights that may be exercised by Mr. Musk. Amounts do not include 423,743,904 shares in the performance-based restricted stock award granted to Mr. Musk in 2025 (the "2025 CEO Performance Award") over which Mr. Musk disclaims beneficial ownership, which shares are subject to a voting agreement (the "Voting Agreement") and over which an irrevocable proxy has been given to Tesla's secretary to vote the shares proportionately to the votes of other shareholders, including Mr. Musk, in accordance with the terms of the Voting Agreement. As such, Mr. Musk does not have dispositive or voting control over these shares.
(b)	Percent of class: 19.9% (percentage ownership is calculated based on 3,755,723,871 shares of Common Stock outstanding as of April 16, 2026, with an addition of the 286,428,773 shares of restricted Common Stock that Mr. Musk received upon exercise of the stock option award granted to Mr. Musk in 2018 and are subject to the Implementation Agreement, a deduction of the 96,000,000 shares of restricted Common Stock issued to Mr. Musk (the "2025 CEO Interim Award") over which Mr. Musk disclaimed beneficial ownership, which were forfeited on April 21, 2026 as a result of a Tornetta Decision Event (as defined in the 2025 CEO Interim Award) and a deduction of the shares of restricted stock under the 2025 CEO Performance Award to reflect the impact of the Voting Agreement).
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 699,580,882
	(ii) Shared power to vote or to direct the vote: 699,580,882
	(iii) Sole power to dispose or to direct the disposition of: 699,580,882
	(iv) Shared power to dispose or to direct the disposition of: 699,580,882
Item 6.	Ownership of more than 5 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

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.

Elon R. Musk

Signature:	/s/ Elon R. Musk
Name/Title:	Elon R. Musk
Date:	06/17/2026

FAQ

How many Tesla (TSLA) shares does Elon Musk beneficially own?

Mr. Musk reports beneficial ownership of 699,580,882 shares. This figure is calculated using an outstanding share base as of April 16, 2026 and includes certain restricted shares subject to a service-based vesting condition under an Implementation Agreement.

What percentage of Tesla does Elon Musk own according to the amendment?

The amendment states Mr. Musk holds 19.9% of Tesla's common stock. That percentage is based on 3,755,723,871 shares outstanding as of April 16, 2026, adjusted for specified restricted awards and forfeitures described in the filing.

Are all shares subject to Mr. Musk's voting control?

No. The filing says Mr. Musk disclaims beneficial ownership of 423,743,904 shares under the 2025 CEO Performance Award, which are subject to a Voting Agreement and an irrevocable proxy to Tesla's secretary to vote proportionately.

Does the filing include recently forfeited or interim awards in the count?

The filing notes a deduction of 96,000,000 shares from a 2025 CEO Interim Award that were forfeited on April 21, 2026 due to a Tornetta Decision Event, and it explains adjustments to the ownership calculation accordingly.

What restricted shares are included in the 699,580,882 total?

Included are 286,428,773 restricted Common Stock shares received upon exercise of a 2018 stock option, subject to a service-based vesting condition under the Implementation Agreement, and they carry voting rights exercisable by Mr. Musk.