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TESLA MOTORS INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

June 6, 2014



Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 3, 2014, Tesla Motors, Inc. (the "Company") held its 2014 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders voted on the following five proposals and the Company's inspector of election certified the vote tabulations indicated below.

Proposal 1

The individuals listed below were elected as Class I directors at the Annual Meeting to serve on the Company's Board of Directors for a term of three years or until their respective successors are duly elected and qualified.

Broker For Withheld Non-Votes Elon Musk 71,557,798 2,018,447 26,938,394 Stephen T. Jurvetson 72,647,245 929,000 26,938,394 Proposal 2



Proposal 2 was a management proposal to hold an advisory vote on executive compensation, as described in the proxy materials. This proposal was approved.

Broker For Against Abstained Non-Votes 69,454,285 3,879,131 242,829 26,938,394 Proposal 3



Proposal 3 was a management proposal to approve an amendment and restatement of the Tesla Motors, Inc. 2010 Equity Incentive Plan, as described in the proxy materials. This proposal was approved.

Broker For Against Abstained Non-Votes 46,319,147 24,922,861 2,334,237 26,938,394 Proposal 4



Proposal 4 was a management proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year ending December 31, 2014, as described in the proxy materials. This proposal was approved.

Broker For Against Abstained Non-Votes 99,214,918 885,268 414,453 0



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Proposal 5

Proposal 5 was a stockholder proposal regarding supermajority stockholder voting provisions, as described in the proxy materials. This stockholder proposal was not approved. Broker For Against Abstained Non-Votes 30,793,920 42,430,080 352,245 26,938,394



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Source: Edgar Glimpses


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