TSLA 10-K Annual Report Dec. 31, 2017 | Alphaminr
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TSLA 10-K Fiscal year ended Dec. 31, 2017

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TESLA, INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Consolidated Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 OverviewNote 2 Summary Of Significant Accounting PoliciesNote 3 Business CombinationsNote 4 Goodwill and Intangible AssetsNote 5 Fair Value Of Financial InstrumentsNote 6 InventoryNote 7 Solar Energy Systems, Leased and To Be Leased, NetNote 8 Property, Plant and EquipmentNote 9 Non-cancellable Operating Lease Payments ReceivableNote 10 - Accrued Liabilities and OtherNote 11 Other Long-term LiabilitiesNote 12 Customer DepositsNote 13 Convertible and Long-term Debt ObligationsNote 14 Common StockNote 15 Equity Incentive PlansNote 16 Income TaxesNote 17 Commitments and ContingenciesNote 18 Vie ArrangementsNote 19 Lease Pass-through Financing ObligationNote 20 Defined Contribution PlanNote 21 Related Party TransactionsNote 22 Quarterly Results Of Operations (unaudited)Note 23 Segment Reporting and Information About Geographic AreasNote 24 Subsequent EventsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accountant Fees and ServicesItem 15. Exhibits and Financial Statement SchedulesItem 16. Summary

Exhibits

3.1 Amended and Restated Certificate of Incorporation of the Registrant. 10-K 001-34756 3.1 March 1, 2017 3.2 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant. 10-K 001-34756 3.2 March 1, 2017 3.3 Amended and Restated Bylaws of the Registrant. 8-K 001-34756 3.2 February 1, 2017 4.1 Specimen common stock certificate of the Registrant. 10-K 001-34756 4.1 March 1, 2017 4.2 Fifth Amended and Restated Investors Rights Agreement, dated as of August 31, 2009, between Registrant and certain holders of the Registrants capital stock named therein. S-1 333-164593 4.2 January 29, 2010 4.3 Amendment to Fifth Amended and Restated Investors Rights Agreement, dated as of May 20, 2010, between Registrant and certain holders of the Registrants capital stock named therein. S-1/A 333-164593 4.2A May 27, 2010 4.4 Amendment to Fifth Amended and Restated Investors Rights Agreement between Registrant, Toyota Motor Corporation and certain holders of the Registrants capital stock named therein. S-1/A 333-164593 4.2B May 27, 2010 4.5 Amendment to Fifth Amended and Restated Investors Rights Agreement, dated as of June 14, 2010, between Registrant and certain holders of the Registrants capital stock named therein. S-1/A 333-164593 4.2C June 15, 2010 4.6 Amendment to Fifth Amended and Restated Investors Rights Agreement, dated as of November 2, 2010, between Registrant and certain holders of the Registrants capital stock named therein. 8-K 001-34756 4.1 November4, 2010 4.7 Waiver to Fifth Amended and Restated Investors Rights Agreement, dated as of May 22, 2011, between Registrant and certain holders of the Registrants capital stock named therein. S-1/A 333-174466 4.2E June2, 2011 4.9 Sixth Amendment to Fifth Amended and Restated Investors Rights Agreement, dated as of May 15, 2013 among the Registrant, the Elon Musk Revocable Trust dated July22, 2003 and certain other holders of the capital stock of the Registrant named therein. 8-K 001-34756 4.1 May20,2013 4.10 Waiver to Fifth Amended and Restated Investors Rights Agreement, dated as of May 14, 2013, between the Registrant and certain holders of the capital stock of the Registrant named therein. 8-K 001-34756 4.2 May20, 2013 4.11 Waiver to Fifth Amended and Restated Investors Rights Agreement, dated as of August 13, 2015, between the Registrant and certain holders of the capital stock of the Registrant named therein. 8-K 001-34756 4.1 August 19, 2015 4.12 Waiver to Fifth Amended and Restated Investors Rights Agreement, dated as of May 18, 2016, between the Registrant and certain holders of the capital stock of the Registrant named therein. 8-K 001-34756 4.1 May 24, 2016 4.13 Waiver to Fifth Amended and Restated Investors Rights Agreement, dated as of March15, 2017, between the Registrant and certain holders of the capital stock of the Registrant named therein. 8-K 001-34756 4.1 March 17, 2017 4.14 Indenture, dated as of May 22, 2013, by and between the Registrant and U.S. Bank National Association. 8-K 001-34756 4.1 May 22, 2013 4.15 First Supplemental Indenture, dated as of May 22, 2013, by and between the Registrant and U.S. Bank National Association. 8-K 001-34756 4.2 May 22, 2013 4.16 Form of 1.50% Convertible Senior Note Due June 1, 2018 (included in Exhibit 4.15). 8-K 001-34756 4.2 May 22, 2013 4.18 Form of 0.25% Convertible Senior Note Due March 1, 2019 (included in Exhibit4.17). 8-K 001-34756 4.2 March 5, 2014 4.19 Third Supplemental Indenture, dated as of March 5, 2014, by and between the Registrant and U.S. Bank National Association. 8-K 001-34756 4.4 March 5, 2014 4.20 Form of 1.25% Convertible Senior Note Due March 1, 2021 (included in Exhibit4.19). 8-K 001-34756 4.4 March 5, 2014 4.21 Fourth Supplemental Indenture, dated as of March22, 2017, by and between the Registrant and U.S. Bank National Association. 8-K 001-34756 4.2 March 22, 2017 4.22 Form of 2.375% Convertible Senior Note Due March15, 2022 (included in Exhibit 4.21). 8-K 001-34756 4.2 March 22, 2017 4.23 Indenture, dated as of August 18, 2017, by and among the Registrant, SolarCity, and U.S. Bank National Association, as trustee. 8-K 001-34756 4.1 August 23, 2017 4.24 Form of 5.30% Senior Note due August 15, 2025. 8-K 001-34756 4.2 August 23, 2017 4.25 Indenture, dated as of October 21, 2013, by and between SolarCity and Wells Fargo Bank National Association, including the form of convertible senior notes contained therein. 8-K(1) 001-35758 4.1 October21, 2013 4.26 First Supplemental Indenture, dated as of November 21, 2016, between SolarCity and Wells Fargo Bank, National Association, as trustee to the Indenture, dated as of October 21, 2013, between SolarCity and Wells Fargo Bank, National Association, as trustee. 8-K 001-34756 4.1 November 21, 2016 4.27 Indenture, dated as of September 30, 2014, between SolarCity and Wells Fargo Bank, National Association 8-K(1) 001-35758 4.1 October6, 2014 4.29 Indenture, dated as of December7, 2015, between SolarCity and Wells Fargo Bank, National Association 8-K(1) 001-35758 4.1 December7, 2015 4.30 First Supplemental Indenture, dated as of November 21, 2016, between SolarCity and Wells Fargo Bank, National Association, as trustee to the Indenture, dated as of December 7, 2015, between SolarCity and Wells Fargo Bank, National Association, as trustee. 8-K 001-34756 4.3 November 21, 2016 4.31 Indenture, dated as of October 15, 2014, between SolarCity and U.S. Bank National Association, as trustee. S-3ASR(1) 333-199321 4.1 October 15, 2014 4.32 Third Supplemental Indenture, dated as of October 15, 2014, by and between SolarCity and the Trustee, related to SolarCitys 3.00% Solar Bonds, Series 2014/3-3. 8-K(1) 001-35758 4.4 October 15, 2014 4.33 Fourth Supplemental Indenture, dated as of October 15, 2014, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2014/4-7 8-K(1) 001-35758 4.5 October 15, 2014 4.34 Seventh Supplemental Indenture, dated as of January 29, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.00% Solar Bonds, Series 2015/3-3. 8-K(1) 001-35758 4.4 January29, 2015 4.35 Eighth Supplemental Indenture, dated as of January 29, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2015/4-7. 8-K(1) 001-35758 4.5 January29, 2015 4.36 Ninth Supplemental Indenture, dated as of March 9, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2015/5-5. 8-K(1) 001-35758 4.2 March9, 2015 4.38 Eleventh Supplemental Indenture, dated as of March 9, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.75% Solar Bonds, Series 2015/7-15. 8-K(1) 001-35758 4.4 March9, 2015 4.39 Thirteenth Supplemental Indenture, dated as of March 19, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.60% Solar Bonds, Series 2015/C2-3. 8-K(1) 001-35758 4.3 March19, 2015 4.40 Fourteenth Supplemental Indenture, dated as of March 19, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C3-5. 8-K(1) 001-35758 4.4 March19, 2015 4.41 Fifteenth Supplemental Indenture, dated as of March 19, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C4-10. 8-K(1) 001-35758 4.5 March19, 2015 4.42 Sixteenth Supplemental Indenture, dated as of March 19, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C5-15. 8-K(1) 001-35758 4.6 March19, 2015 4.43 Eighteenth Supplemental Indenture, dated as of March 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C7-3. 8-K(1) 001-35758 4.3 March26, 2015 4.44 Nineteenth Supplemental Indenture, dated as of March 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C8-5. 8-K(1) 001-35758 4.4 March26, 2015 4.45 Twentieth Supplemental Indenture, dated as of March 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C9-10. 8-K(1) 001-35758 4.5 March26, 2015 4.47 Twenty-Fourth Supplemental Indenture, dated as of April 2, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C12-3. 8-K(1) 001-35758 4.3 April 2, 2015 4.48 Twenty-Fifth Supplemental Indenture, dated as of April 2, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C13-5. 8-K(1) 001-35758 4.4 April 2, 2015 4.49 Twenty-Sixth Supplemental Indenture, dated as of April 2, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C14-10. 8-K(1) 001-35758 4.5 April 2, 2015 4.50 Twenty-Eighth Supplemental Indenture, dated as of April 9, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C17-3. 8-K(1) 001-35758 4.3 April9, 2015 4.51 Twenty-Ninth Supplemental Indenture, dated as of April 9, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C18-5. 8-K(1) 001-35758 4.4 April9, 2015 4.52 Thirtieth Supplemental Indenture, dated as of April 9, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C19-10. 8-K(1) 001-35758 4.5 April9, 2015 4.53 Thirty-First Supplemental Indenture, dated as of April 9, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C20-15. 8-K(1) 001-35758 4.6 April9, 2015 4.54 Thirty-Third Supplemental Indenture, dated as of April 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C22-3. 8-K(1) 001-35758 4.3 April14, 2015 4.56 Thirty-Fifth Supplemental Indenture, dated as of April 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C24-10. 8-K(1) 001-35758 4.5 April14, 2015 4.57 Thirty-Sixth Supplemental Indenture, dated as of April 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C25-15. 8-K(1) 001-35758 4.6 April14, 2015 4.58 Thirty-Eighth Supplemental Indenture, dated as of April 21, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C27-10. 8-K(1) 001-35758 4.3 April21, 2015 4.59 Thirty-Ninth Supplemental Indenture, dated as of April 21, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C28-15. 8-K(1) 001-35758 4.4 April21, 2015 4.60 Forty-First Supplemental Indenture, dated as of April 27, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C30-3. 8-K(1) 001-35758 4.3 April27, 2015 4.61 Forty-Second Supplemental Indenture, dated as of April 27, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C31-5. 8-K(1) 001-35758 4.4 April27, 2015 4.62 Forty-Third Supplemental Indenture, dated as of April 27, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C32-10. 8-K(1) 001-35758 4.5 April27, 2015 4.63 Forty-Fourth Supplemental Indenture, dated as of April 27, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C33-15. 8-K(1) 001-35758 4.6 April27, 2015 4.65 Forty-Seventh Supplemental Indenture, dated as of May 1, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2015/11-5. 8-K(1) 001-35758 4.4 May 1, 2015 4.66 Forty-Eighth Supplemental Indenture, dated as of May 1, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.00% Solar Bonds, Series 2015/12-10. 8-K(1) 001-35758 4.5 May 1, 2015 4.67 Forty-Ninth Supplemental Indenture, dated as of May 1, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.75% Solar Bonds, Series 2015/13-15. 8-K(1) 001-35758 4.6 May 1, 2015 4.68 Fiftieth Supplemental Indenture, dated as of May 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C34-3. 8-K(1) 001-35758 4.2 May 11, 2015 4.69 Fifty-First Supplemental Indenture, dated as of May 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C35-5. 8-K(1) 001-35758 4.3 May 11, 2015 4.70 Fifty-Second Supplemental Indenture, dated as of May 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C36-10. 8-K(1) 001-35758 4.4 May 11, 2015 4.71 Fifty-Third Supplemental Indenture, dated as of May 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C37-15. 8-K(1) 001-35758 4.5 May 11, 2015 4.72 Fifty-Fourth Supplemental Indenture, dated as of May 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.50% Solar Bonds, Series 2015/14-2. 8-K(1) 001-35758 4.2 May 14, 2015 4.74 Fifty-Sixth Supplemental Indenture, dated as of May 18, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C39-5. 8-K(1) 001-35758 4.3 May 18, 2015 4.75 Fifty-Seventh Supplemental Indenture, dated as of May 18, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C40-10. 8-K(1) 001-35758 4.4 May 18, 2015 4.76 Fifty-Eighth Supplemental Indenture, dated as of May 18, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C41-15. 8-K(1) 001-35758 4.5 May 18, 2015 4.77 Fifty-Ninth Supplemental Indenture, dated as of May 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C42-3. 8-K(1) 001-35758 4.2 May 26, 2015 4.78 Sixtieth Supplemental Indenture, dated as of May 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C43-5. 8-K(1) 001-35758 4.3 May 26, 2015 4.79 Sixty-First Supplemental Indenture, dated as of May 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C44-10. 8-K(1) 001-35758 4.4 May 26, 2015 4.80 Sixty-Second Supplemental Indenture, dated as of May 26, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C45-15. 8-K(1) 001-35758 4.5 May 26, 2015 4.81 Sixty-Fourth Supplemental Indenture, dated as of June 8, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C46-3. 8-K(1) 001-35758 4.2 June10, 2015 4.83 Sixty-Sixth Supplemental Indenture, dated as of June 8, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C48-10. 8-K(1) 001-35758 4.4 June10, 2015 4.84 Sixty-Seventh Supplemental Indenture, dated as of June 8, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C49-15. 8-K(1) 001-35758 4.5 June10, 2015 4.85 Sixty-Eighth Supplemental Indenture, dated as of June 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C50-3. 8-K(1) 001-35758 4.2 June16, 2015 4.86 Sixty-Ninth Supplemental Indenture, dated as of June 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C51-5. 8-K(1) 001-35758 4.3 June16, 2015 4.87 Seventieth Supplemental Indenture, dated as of June 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C52-10. 8-K(1) 001-35758 4.4 June16, 2015 4.88 Seventy-First Supplemental Indenture, dated as of June 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C53-15. 8-K(1) 001-35758 4.5 June16, 2015 4.89 Seventy-Second Supplemental Indenture, dated as of June 22, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C54-3. 8-K(1) 001-35758 4.2 June23, 2015 4.90 Seventy-Third Supplemental Indenture, dated as of June 22, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C55-5. 8-K(1) 001-35758 4.3 June23, 2015 4.92 Seventy-Fifth Supplemental Indenture, dated as of June 22, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C57-15. 8-K(1) 001-35758 4.5 June23, 2015 4.93 Seventy-Eighth Supplemental Indenture, dated as of June 29, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C59-3. 8-K(1) 001-35758 4.3 June29, 2015 4.94 Seventy-Ninth Supplemental Indenture, dated as of June 29, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C60-5. 8-K(1) 001-35758 4.4 June29, 2015 4.95 Eightieth Supplemental Indenture, dated as of June 29, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C61-10. 8-K(1) 001-35758 4.5 June29, 2015 4.96 Eighty-First Supplemental Indenture, dated as of June 29, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C62-15. 8-K(1) 001-35758 4.6 June29, 2015 4.97 Eighty-Third Supplemental Indenture, dated as of July 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C64-3. 8-K(1) 001-35758 4.3 July14, 2015 4.98 Eighty-Fourth Supplemental Indenture, dated as of July 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C65-5. 8-K(1) 001-35758 4.4 July14, 2015 4.99 Eighty-Fifth Supplemental Indenture, dated as of July 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C66-10. 8-K(1) 001-35758 4.5 July14, 2015 4.101 Eighty-Eighth Supplemental Indenture, dated as of July 20, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C69-3. 8-K(1) 001-35758 4.3 July21, 2015 4.102 Eighty-Ninth Supplemental Indenture, dated as of July 20, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C70-5. 8-K(1) 001-35758 4.4 July21, 2015 4.103 Ninetieth Supplemental Indenture, dated as of July 20, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C71-10. 8-K(1) 001-35758 4.5 July21, 2015 4.104 Ninety-First Supplemental Indenture, dated as of July 20, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C72-15. 8-K(1) 001-35758 4.6 July21, 2015 4.105 Ninety-Third Supplemental Indenture, dated as of July 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.00% Solar Bonds, Series 2015/18-3. 8-K(1) 001-35758 4.3 July31, 2015 4.106 Ninety-Fourth Supplemental Indenture, dated as of July 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2015/19-5. 8-K(1) 001-35758 4.4 July31, 2015 4.107 Ninety-Fifth Supplemental Indenture, dated as of July 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.00% Solar Bonds, Series 2015/20-10. 8-K(1) 001-35758 4.5 July31, 2015 4.108 Ninety-Sixth Supplemental Indenture, dated as of July 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.75% Solar Bonds, Series 2015/21-15. 8-K(1) 001-35758 4.6 July31, 2015 4.110 Ninety-Ninth Supplemental Indenture, dated as of August 3, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C75-5. 8-K(1) 001-35758 4.4 August3, 2015 4.111 One Hundredth Supplemental Indenture, dated as of August 3, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C76-10. 8-K(1) 001-35758 4.5 August3, 2015 4.112 One Hundred-and-First Supplemental Indenture, dated as of August 3, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C77-15. 8-K(1) 001-35758 4.6 August3, 2015 4.113 One Hundred-and-Third Supplemental Indenture, dated as of August 10, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C79-3. 8-K(1) 001-35758 4.3 August10, 2015 4.114 One Hundred-and-Fourth Supplemental Indenture, dated as of August 10, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C80-5. 8-K(1) 001-35758 4.4 August10, 2015 4.115 One Hundred-and-Fifth Supplemental Indenture, dated as of August 10, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C81-10. 8-K(1) 001-35758 4.5 August10, 2015 4.116 One Hundred-and-Sixth Supplemental Indenture, dated as of August 10, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C82-15. 8-K(1) 001-35758 4.6 August10, 2015 4.118 One Hundred-and-Ninth Supplemental Indenture, dated as of August 17, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C85-5. 8-K(1) 001-35758 4.4 August17, 2015 4.119 One Hundred-and-Tenth Supplemental Indenture, dated as of August 17, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C86-10. 8-K(1) 001-35758 4.5 August17, 2015 4.120 One Hundred-and-Eleventh Supplemental Indenture, dated as of August 17, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C87-15. 8-K(1) 001-35758 4.6 August17, 2015 4.121 One Hundred-and-Thirteenth Supplemental Indenture, dated as of August 24, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C89-3. 8-K(1) 001-35758 4.3 August24, 2015 4.122 One Hundred-and-Fourteenth Supplemental Indenture, dated as of August 24, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C90-5. 8-K(1) 001-35758 4.4 August24, 2015 4.123 One Hundred-and-Fifteenth Supplemental Indenture, dated as of August 24, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C91-10. 8-K(1) 001-35758 4.5 August24, 2015 4.124 One Hundred-and-Sixteenth Supplemental Indenture, dated as of August 24, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C92-15. 8-K(1) 001-35758 4.6 August24, 2015 4.126 One Hundred-and-Nineteenth Supplemental Indenture, dated as of August 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C95-5. 8-K(1) 001-35758 4.4 August31, 2015 4.127 One Hundred-and-Twentieth Supplemental Indenture, dated as of August 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C96-10. 8-K(1) 001-35758 4.5 August31, 2015 4.128 One Hundred-and-Twenty-First Supplemental Indenture, dated as of August 31, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C97-15. 8-K(1) 001-35758 4.6 August31, 2015 4.129 One Hundred-and-Twenty-Second Supplemental Indenture, dated as of September 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys Solar Bonds, Series 2015/R1. 8-K(1) 001-35758 4.2 September11, 2015 4.130 One Hundred-and-Twenty-Third Supplemental Indenture, dated as of September 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys Solar Bonds, Series 2015/R2. 8-K(1) 001-35758 4.3 September11, 2015 4.131 One Hundred-and-Twenty-Fourth Supplemental Indenture, dated as of September 11, 2015, by and between SolarCity and the Trustee, related to SolarCitys Solar Bonds, Series 2015/R3. 8-K(1) 001-35758 4.4 September11, 2015 4.132 One Hundred-and-Twenty-Sixth Supplemental Indenture, dated as of September 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C99-3. 8-K(1) 001-35758 4.3 September15, 2015 4.134 One Hundred-and-Twenty-Eighth Supplemental Indenture, dated as of September 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C101-10. 8-K(1) 001-35758 4.5 September15, 2015 4.135 One Hundred-and-Twenty-Ninth Supplemental Indenture, dated as of September 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C102-15. 8-K(1) 001-35758 4.6 September15, 2015 4.136 One Hundred-and-Thirty-First Supplemental Indenture, dated as of September 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C104-3. 8-K(1) 001-35758 4.3 September29, 2015 4.137 One Hundred-and-Thirty-Second Supplemental Indenture, dated as of September 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C105-5. 8-K(1) 001-35758 4.4 September29, 2015 4.138 One Hundred-and-Thirty-Third Supplemental Indenture, dated as of September 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C106-10. 8-K(1) 001-35758 4.5 September29, 2015 4.139 One Hundred-and-Thirty-Fourth Supplemental Indenture, dated as of September 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C107-15. 8-K(1) 001-35758 4.6 September29, 2015 4.140 One Hundred-and-Thirty-Sixth Supplemental Indenture, dated as of October 13, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C109-3. 8-K(1) 001-35758 4.3 October13, 2015 4.142 One Hundred-and-Thirty-Eighth Supplemental Indenture, dated as of October 13, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C111-10. 8-K(1) 001-35758 4.5 October13, 2015 4.143 One Hundred-and-Thirty-Ninth Supplemental Indenture, dated as of October 13, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C112-15. 8-K(1) 001-35758 4.6 October13, 2015 4.144 One Hundred-and-Forty-First Supplemental Indenture, dated as of October 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.00% Solar Bonds, Series 2015/23-3. 8-K(1) 001-35758 4.3 October30, 2015 4.145 One Hundred-and-Forty-Second Supplemental Indenture, dated as of October 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2015/24-5. 8-K(1) 001-35758 4.4 October30, 2015 4.146 One Hundred-and-Forty-Third Supplemental Indenture, dated as of October 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.00% Solar Bonds, Series 2015/25-10. 8-K(1) 001-35758 4.5 October30, 2015 4.147 One Hundred-and-Forty-Fourth Supplemental Indenture, dated as of October 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.75% Solar Bonds, Series 2015/26-15. 8-K(1) 001-35758 4.6 October30, 2015 4.148 One Hundred-and-Forty-Sixth Supplemental Indenture, dated as of November 4, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C114-3. 8-K(1) 001-35758 4.3 November4, 2015 4.150 One Hundred-and-Forty-Eighth Supplemental Indenture, dated as of November 4, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C116-10. 8-K(1) 001-35758 4.5 November4, 2015 4.151 One Hundred-and-Forty-Ninth Supplemental Indenture, dated as of November 4, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C117-15. 8-K(1) 001-35758 4.6 November4, 2015 4.152 One Hundred-and-Fifty-First Supplemental Indenture, dated as of November 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C119-3. 8-K(1) 001-35758 4.3 November17, 2015 4.153 One Hundred-and-Fifty-Second Supplemental Indenture, dated as of November 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C120-5. 8-K(1) 001-35758 4.4 November17, 2015 4.154 One Hundred-and-Fifty-Third Supplemental Indenture, dated as of November 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C121-10. 8-K(1) 001-35758 4.5 November17, 2015 4.155 One Hundred-and-Fifty-Fourth Supplemental Indenture, dated as of November 16, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C122-15. 8-K(1) 001-35758 4.6 November17, 2015 4.156 One Hundred-and-Fifty-Sixth Supplemental Indenture, dated as of November 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C124-3. 8-K(1) 001-35758 4.3 November30, 2015 4.158 One Hundred-and-Fifty-Eighth Supplemental Indenture, dated as of November 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C126-10. 8-K(1) 001-35758 4.5 November30, 2015 4.159 One Hundred-and-Fifty-Ninth Supplemental Indenture, dated as of November 30, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C127-15. 8-K(1) 001-35758 4.6 November30, 2015 4.160 One Hundred-and-Sixty-First Supplemental Indenture, dated as of December 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C129-3. 8-K(1) 001-35758 4.3 December14, 2015 4.161 One Hundred-and-Sixty-Second Supplemental Indenture, dated as of December 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 3.60% Solar Bonds, Series 2015/C130-5. 8-K(1) 001-35758 4.4 December14, 2015 4.162 One Hundred-and-Sixty-Third Supplemental Indenture, dated as of December 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C131-10. 8-K(1) 001-35758 4.5 December14, 2015 4.163 One Hundred-and-Sixty-Fourth Supplemental Indenture, dated as of December 14, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C132-15. 8-K(1) 001-35758 4.6 December14, 2015 4.164 One Hundred-and-Sixty-Sixth Supplemental Indenture, dated as of December 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 2.65% Solar Bonds, Series 2015/C134-3. 8-K(1) 001-35758 4.3 December28, 2015 4.166 One Hundred-and-Sixty-Eighth Supplemental Indenture, dated as of December 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 4.70% Solar Bonds, Series 2015/C136-10. 8-K(1) 001-35758 4.5 December28, 2015 4.167 One Hundred-and-Sixty-Ninth Supplemental Indenture, dated as of December 28, 2015, by and between SolarCity and the Trustee, related to SolarCitys 5.45% Solar Bonds, Series 2015/C137-15. 8-K(1) 001-35758 4.6 December28, 2015 4.168 One Hundred-and-Seventy-First Supplemental Indenture, dated as of January 29, 2016, by and between SolarCity and the Trustee, related to SolarCitys 3.00% Solar Bonds, Series 2016/2-3. 8-K(1) 001-35758 4.3 January29, 2016 4.169 One Hundred-and-Seventy-Second Supplemental Indenture, dated as of January 29, 2016, by and between SolarCity and the Trustee, related to SolarCitys 4.00% Solar Bonds, Series 2016/3-5. 8-K(1) 001-35758 4.4 January29, 2016 4.170 One Hundred-and-Seventy-Third Supplemental Indenture, dated as of January 29, 2016, by and between SolarCity and the Trustee, related to SolarCitys 5.00% Solar Bonds, Series 2016/4-10. 8-K(1) 001-35758 4.5 January29, 2016 4.171 One Hundred-and-Seventy-Fourth Supplemental Indenture, dated as of January 29, 2016, by and between SolarCity and the Trustee, related to SolarCitys 5.75% Solar Bonds, Series 2016/5-15. 8-K(1) 001-35758 4.6 January29, 2016 4.172 One Hundred-and-Seventy-Sixth Supplemental Indenture, dated as of February 26, 2016, by and between SolarCity and the Trustee, related to SolarCitys 4.50% Solar Bonds, Series 2016/7-3. 8-K(1) 001-35758 4.3 February26, 2016 4.174 One Hundred-and-Seventy-Eighth Supplemental Indenture, dated as of March 21, 2016, by and between SolarCity and the Trustee, related to SolarCitys 4.40% Solar Bonds, Series 2016/9-1. 8-K(1) 001-35758 4.2 March21, 2016 4.175 One Hundred-and-Seventy-Ninth Supplemental Indenture, dated as of March 21, 2016, by and between SolarCity and the Trustee, related to SolarCitys 5.25% Solar Bonds, Series 2016/10-5. 8-K(1) 001-35758 4.3 March21, 2016 4.176 One Hundred-and-Eightieth Supplemental Indenture, dated as of June 10, 2016, by and between SolarCity and the Trustee, related to SolarCitys 4.40% Solar Bonds, Series 2016/11-1. 8-K(1) 001-35758 4.2 June10, 2016 4.177 One Hundred-and-Eighty-First Supplemental Indenture, dated as of June 10, 2016, by and between SolarCity and the Trustee, related to SolarCitys 5.25% Solar Bonds, Series 2016/12-5. 8-K(1) 001-35758 4.3 June10, 2016 4.178 One Hundred-and-Eighty-Second Supplemental Indenture, dated as of August17, 2016, by and between SolarCity and the Trustee, related to SolarCitys 6.50% Solar Bonds, Series 2016/13-18M. 8-K(1) 001-35758 4.2 August17, 2016 10.1** Form of Indemnification Agreement between the Registrant and its directors and officers. S-1/A 333-164593 10.1 June 15, 2010 10.2** 2003 Equity Incentive Plan. S-1/A 333-164593 10.2 May 27, 2010 10.3** Form of Stock Option Agreement under 2003 Equity Incentive Plan. S-1 333-164593 10.3 January 29, 2010 10.4** Amended and Restated 2010 Equity Incentive Plan. 10.5** Form of Stock Option Agreement under 2010 Equity Incentive Plan. 10-K 001-34756 10.6 March 1, 2017 10.7** Amended and Restated 2010 Employee Stock Purchase Plan, effective as of February 1, 2017. 10-K 001-34756 10.8 March 1, 2017 10.8** 2007 SolarCity Stock Plan and form of agreements used thereunder. S-1(1) 333-184317 10.2 October 5, 2012 10.9** 2012 SolarCity Equity Incentive Plan and form of agreements used thereunder. S-1(1) 333-184317 10.3 October 5, 2012 10.10** 2010 Zep Solar, Inc. Equity Incentive Plan and form of agreements used thereunder. S-8(1) 333-192996 4.5 December 20, 2013 10.11** Offer Letter between the Registrant and Elon Musk dated October 13, 2008. S-1 333-164593 10.9 January 29, 2010 10.12** Performance Stock Option Agreement between the Registrant and Elon Musk dated January 21, 2018. DEF 14A 001-34756 Appendix A February 8, 2018 10.13** Offer Letter between the Registrant and Jeffrey B. Straubel dated May 6, 2004. S-1 333-164593 10.12 January 29, 2010 10.14** Offer Letter between the Registrant and Deepak Ahuja dated February 21, 2017. 10-Q 001-34756 10.7 May 10, 2017 10.15** Incentive Compensation Plan for July 1, 2017December 31, 2017, for Jon McNeill. 10-Q 001-34756 10.7 November 3, 2017 10.16 Form of Call Option Confirmation relating to 1.50% Convertible Senior Note Due June1, 2018. 8-K 001-34756 10.1 May 22, 2013 10.17 Form of Warrant Confirmation relating to 1.50% Convertible Senior Note Due June 1, 2018. 8-K 001-34756 10.2 May 22, 2013 10.18 Indemnification Agreement, dated as of February 27, 2014, by and between the Registrant and J.P. Morgan Securities LLC. 8-K 001-34756 10.1 March 5, 2014 10.19 Form of Call Option Confirmation relating to 0.25% Convertible Senior Notes Due March 1, 2019. 8-K 001-34756 10.2 March 5, 2014 10.21 Form of Warrant Confirmation relating to 0.25% Convertible Senior Notes Due March1, 2019. 8-K 001-34756 10.4 March 5, 2014 10.22 Form of Warrant Confirmation relating to 1.25% Convertible Senior Notes Due March1, 2021. 8-K 001-34756 10.5 March 5, 2014 10.23 Form of Call Option Confirmation relating to 2.375% Convertible Notes due March15, 2022. 8-K 001-34756 10.1 March 22, 2017 10.24 Form of Warrant Confirmation relating to 2.375% Convertible Notes due March 15, 2022. 8-K 001-34756 10.2 March 22, 2017 10.25 Supply Agreement between Panasonic Corporation and the Registrant dated October 5, 2011. 10-K -001-34756 10.50 February27, 2012 10.26 Amendment No. 1 to Supply Agreement between Panasonic Corporation and the Registrant dated October 29, 2013. 10-K 001-34756 10.35A February 26, 2014 10.27 Agreement between Panasonic Corporation and the Registrant dated July 31, 2014. 10-Q 001-34756 10.1 November 7, 2014 10.28 General Terms and Conditions between Panasonic Corporation and the Registrant dated October 1, 2014. 8-K 001-34756 10.2 October 11, 2016 10.29 Letter Agreement, dated as of February 24, 2015, regarding addition of co-party to General Terms and Conditions, Production Pricing Agreement and Investment Letter Agreement between Panasonic Corporation and the Registrant. 10-K 001-34756 10.25A February 24, 2016 10.30 Amendment to Gigafactory General Terms, dated March 1, 2016, by and among the Registrant, Panasonic Corporation and Panasonic Energy Corporation of North America. 8-K 001-34756 10.1 October 11, 2016 10.31 Production Pricing Agreement between Panasonic Corporation and the Registrant dated October 1, 2014. 10-Q 001-34756 10.3 November 7, 2014 10.32 Investment Letter Agreement between Panasonic Corporation and the Registrant dated October 1, 2014. 10-Q 001-34756 10.4 November 7, 2014 10.34 ABL Credit Agreement, dated as of June 10, 2015, by and among the Registrant, Tesla Motors Netherlands B.V., certain of the Registrants and Tesla Motors Netherlands B.V.s direct or indirect subsidiaries from time to time party thereto, as borrowers, Wells Fargo Bank, National Association, as documentation agent, JPMorgan Chase Bank, N.A., Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Bank of America, N.A., as syndication agents, the lenders from time to time party thereto, and Deutsche Bank AG New York Branch, as administrative agent and collateral agent. 8-K 001-34756 10.1 June 12, 2015 10.35 First Amendment, dated as of November 3, 2015, to ABL Credit Agreement, dated as of June 10, 2015, by and among the Registrant, Tesla Motors Netherlands B.V., certain of the Registrants and Tesla Motors Netherlands B.V.s direct or indirect subsidiaries from time to time party thereto, as borrowers, and the documentation agent, syndication agents, administrative agent, collateral agent and lenders from time to time party thereto. 10-Q 001-34756 10.1 November 5, 2015 10.36 Second Amendment, dated as of December31, 2015, to ABL Credit Agreement, dated as of June 10, 2015, by and among the Registrant, Tesla Motors Netherlands B.V., certain of the Registrants and Tesla Motors Netherlands B.V.s direct or indirect subsidiaries from time to time party thereto, as borrowers, and the documentation agent, syndication agents, administrative agent, collateral agent and lenders from time to time party thereto. 10-K 001-34756 10.28B February 24, 2016 10.38 Fourth Amendment to Credit Agreement, dated as of July 31, 2016, by and among the Registrant, Tesla Motors Netherlands B.V., the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent. 8-K 001-34756 10.1 August 1, 2016 10.39 Fifth Amendment to Credit Agreement, dated as of December 15, 2016, among the Registrant, Tesla Motors Netherlands B.V., the lenders party thereto and Deutsche Bank AG, New York Branch, as administrative agent and collateral agent. 8-K 001-34756 10.1 December 20, 2016 10.40 Sixth Amendment to Credit Agreement, dated as of June19, 2017, among the Registrant, Tesla Motors Netherlands B.V., the lenders party thereto and Deutsche Bank AG, New York Branch, as administrative agent and collateral agent. 10-Q 001-34756 10.1 August 4, 2017 10.41 Seventh Amendment to the ABL Credit Agreement, dated as of August 11, 2017, by and among the Registrant, Tesla Motors Netherlands B.V., Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and the other agents party thereto. 8-K 001-34756 10.2 August 23, 2017 10.42 Agreement for Tax Abatement and Incentives, dated as of May 7, 2015, by and between Tesla Motors, Inc. and the State of Nevada, acting by and through the Nevada Governors Office of Economic Development. 10-Q 001-34756 10.1 August 7, 2015 10.44 Amendment No. 1 to Amended and Restated Loan and Security Agreement, dated as of October 18, 2017, by and among Tesla 2014 Warehouse SPV LLC, Tesla Finance LLC, the Lenders and Group Agents from time to time party thereto, Deutsche Bank AG, New York Branch, as Administrative Agent, and Deutsche Bank Trust Company Americas, as Paying Agent. 10.45 Loan and Security Agreement, dated as of August 17, 2017, by and among LML Warehouse SPV, LLC, Tesla Finance LLC, the Lenders and Group Agents from time to time party thereto, and Deutsche Bank AG, New York Branch, as Administrative Agent. 10-Q 001-34756 10.4 November 3, 2017 10.46 Amendment No. 1 to Loan and Security Agreement, dated as of October 18, 2017, by and among LML Warehouse SPV, LLC, Tesla Finance LLC, the Lenders and Group Agents from time to time party thereto, Deutsche Bank AG, New York Branch, as Administrative Agent, and Deutsche Bank Trust Company Americas, as Paying Agent. 10.47 Purchase Agreement, dated as of August 11, 2017, by and among the Registrant, SolarCity and Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC as representatives of the several initial purchasers named therein. 8-K 001-34756 10.1 August 23, 2017 10.49 First Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of October 31, 2014, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, Inc. 10-K(1) 001-35758 10.16a February 24, 2015 10.50 Second Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of December 15, 2014, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, Inc. 10-K(1) 001-35758 10.16b February 24, 2015 10.51 Third Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of February12, 2015, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, Inc. 10-Q(1) 001-35758 10.16c May 6, 2015 10.53 Fifth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of June30, 2015, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, LLC. 10-Q(1) 001-35758 10.16e July 30, 2015 10.54 Sixth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of September 1, 2015, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, LLC. 10-Q(1) 001-35758 10.16f October30, 2015 10.55 Seventh Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of October 9, 2015, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, LLC. 10-Q(1) 001-35758 10.16g October30, 2015 10.57 Ninth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of December9, 2015, by and between The Research Foundation For The State University of New York, on behalf of the College of Nanoscale Science and Engineering of the State University of New York, and Silevo, LLC. 10-K(1) 001-35758 10.16i February10, 2016 10.58 Tenth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of March 31, 2017, by and between The Research Foundation For The State University of New York, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York, and Silevo, LLC. 10-Q 001-34756 10.8 May 10, 2017 12.1 Statement regarding Computation of Ratio of Earnings to Fixed Charges 21.1 List of Subsidiaries of the Registrant 23.1 Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm 23.2 Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm 31.1 Rule 13a-14(a) / 15(d)-14(a) Certification of Principal Executive Officer 31.2 Rule 13a-14(a) / 15(d)-14(a) Certification of Principal Financial Officer 99.1 Certain Excerpts from Annual Report on Form 10-K of SolarCity 10-K 001-34756 99.1 March 1, 2017