Specimen common stock certificate of the Registrant



 Exhibit 4.1 

 

 

 

  
 016570|
003590|127C|RESTRICTED||4|057-423 
 COMMON STOCK 

PAR VALUE $0.001 

COMMON STOCK 

THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA AND NEW YORK, NY 

TESLA MOTORS, INC. 

Certificate Number 

ZQ 000000 

THIS CERTIFIES THAT 

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 

CUSIP 88160R 10 1 

Shares 

* * 6 0 0 6 2 0 * * * * * * 

* * * 6 0 0 6 2 0 * * * * * 

* * * * 6 0 0 6 2 0 * * * * 

* * * * * 6 0 0 6 2 0 * * * 

* * * * * * 6 0 0 6 2 0 * * 

is the owner of 

FULLY-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF 

Tesla Motors, Inc. (hereinafter called the “Company”), transferable on the books of the Company in person or by
duly authorized attorney, upon surrender of this Certificate properly endorsed. This Certificate and the shares represented hereby, are issued and shall be held subject to all of the provisions of the Certificate of Incorporation, as amended, and
the By-Laws, as amended, of the Company (copies of which are on file with the Company and with the Transfer Agent), to all of which each holder, by acceptance hereof, assents. This Certificate is not valid unless countersigned and registered by the
Transfer Agent and Registrar. 
 Witness the facsimile seal of the Company and the facsimile signatures of its
duly authorized officers. 
 Chief Executive Officer 

DATED > 

COUNTERSIGNED AND REGISTERED: 

COMPUTERSHARE TRUST COMPANY, N.A. 

TRANSFER AGENT AND REGISTRAR, 

AUTHORIZED SIGNATURE 

Assistant Secretary 

SEE REVERSE FOR CERTAIN DEFINITIONS 

PO BOX 43004, Providence, RI 02940-3004 

MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 

CUSIP Holder ID 

Insurance Value Number of Shares DTC 

Certificate Numbers 

1234567890/1234567890 1234567890/1234567890 1234567890/1234567890 1234567890/1234567890 1234567890/1234567890
1234567890/1234567890 
 Total Transaction 

XXXXXX XX X XXXXXXXXXX 

00.1,000,000 123456 12345678901234512345678 

Num/No Denom. . Total 

11 1 

22 2 

33 3 

44 4 

55 5 

66 6 

7 

TESLA 








 

 

  
 Tesla Motors,
Inc. 
 THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS, A SUMMARY OF THE POWERS,
DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OF THE COMPANY AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND RIGHTS, AND THE VARIATIONS IN RIGHTS,
PREFERENCES AND LIMITATIONS DETERMINED FOR EACH SERIES, WHICH ARE FIXED BY THE CERTIFICATE OF INCORPORATION OF THE COMPANY, AS AMENDED, AND THE RESOLUTIONS OF THE BOARD OF DIRECTORS OF THE COMPANY, AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO
DETERMINE VARIATIONS FOR FUTURE SERIES. SUCH REQUEST MAY BE MADE TO THE OFFICE OF THE SECRETARY OF THE COMPANY OR TO THE TRANSFER AGENT. THE BOARD OF DIRECTORS MAY REQUIRE THE OWNER OF A LOST OR DESTROYED STOCK CERTIFICATE, OR HIS LEGAL
REPRESENTATIVES, TO GIVE THE COMPANY A BOND TO INDEMNIFY IT AND ITS TRANSFER AGENTS AND REGISTRARS AGAINST ANY CLAIM THAT MAY BE MADE AGAINST THEM ON ACCOUNT OF THE ALLEGED LOSS OR DESTRUCTION OF ANY SUCH CERTIFICATE. 

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though
they were written out in full according to applicable laws or regulations: 
 TEN COM - as tenants in common

 TEN ENT - as tenants by the entireties 

JT TEN - as joint tenants with right of survivorship 

UNIF GIFT MIN ACT - Custodian 

(Cust) (Minor) 

under Uniform Gifts to Minors Act 

(State) 

UNIF TRF MIN ACT - Custodian (until age ) 

(Cust) 

under Uniform Transfers to Minors Act 

(Minor) (State) 

For value received, ____________________________hereby sell, assign and transfer unto 

PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE 

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE) 

Shares of the capital stock represented by the within Certificate, and do hereby irrevocably constitute and appoint

 to transfer the said stock on the books of the within-named Company with full power of substitution in the
premises. 
 Attorney 

Dated: 

20 

Signature: 

Signature: 

Notice: The signature to this assignment must correspond with the name as written upon the face of the certificate, in
every particular, without alteration or enlargement, or any change whatever. 
 THE SIGNATURE(S) Signature(s)
SHOULD BE Guaranteed: GUARANTEED BY Medallion AN ELIGIBLE Guarantee GUARANTOR Stamp INSTITUTION (Banks, Stockbrokers, SIGNATURE GUARANTEE Savings and Loan MEDALLION Associations PROGRAM, and Credit PURSUANT Unions) WITH TO S. E. MEMBERSHIP C. RULE
17Ad-15. IN AN APPROVED