Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

1.Financial statements (see Index to Consolidated Financial Statements in Part II, Item 8 of this report)

2.All financial statement schedules have been omitted since the required information was not applicable or was not present in amounts sufficient to require submission of the schedules, or because the information required is included in the consolidated financial statements or the accompanying notes

3.The exhibits listed in the following Index to Exhibits are filed or incorporated by reference as part of this report

INDEX TO EXHIBITS

Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
3.1Certificate of Formation of the Registrant10-Q001-347563.1July 24, 2024
3.2Bylaws of the Registrant.10-Q001-347563.2July 24, 2024
4.1Specimen common stock certificate of the Registrant.————X
4.2Fifth Amended and Restated Investors’ Rights Agreement, dated as of August 31, 2009, between Registrant and certain holders of the Registrant’s capital stock named therein.S-1333-1645934.2January 29, 2010
4.3Amendment to Fifth Amended and Restated Investors’ Rights Agreement, dated as of May 20, 2010, between Registrant and certain holders of the Registrant’s capital stock named therein.S-1/A333-1645934.2AMay 27, 2010
4.4Amendment to Fifth Amended and Restated Investors’ Rights Agreement between Registrant, Toyota Motor Corporation and certain holders of the Registrant’s capital stock named therein.S-1/A333-1645934.2BMay 27, 2010
4.5Amendment to Fifth Amended and Restated Investor’s Rights Agreement, dated as of June 14, 2010, between Registrant and certain holders of the Registrant’s capital stock named therein.S-1/A333-1645934.2CJune 15, 2010
4.6Amendment to Fifth Amended and Restated Investor’s Rights Agreement, dated as of November 2, 2010, between Registrant and certain holders of the Registrant’s capital stock named therein.8-K001-347564.1November 4, 2010
4.7Waiver to Fifth Amended and Restated Investor’s Rights Agreement, dated as of May 22, 2011, between Registrant and certain holders of the Registrant’s capital stock named therein.S-1/A333-1744664.2EJune 2, 2011
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.8Amendment to Fifth Amended and Restated Investor’s Rights Agreement, dated as of May 30, 2011, between Registrant and certain holders of the Registrant’s capital stock named therein.8-K001-347564.1June 1, 2011
4.9Sixth Amendment to Fifth Amended and Restated Investors’ Rights Agreement, dated as of May 15, 2013 among the Registrant, the Elon Musk Revocable Trust dated July 22, 2003 and certain other holders of the capital stock of the Registrant named therein.8-K001-347564.1May 20, 2013
4.10Waiver to Fifth Amended and Restated Investor’s Rights Agreement, dated as of May 14, 2013, between the Registrant and certain holders of the capital stock of the Registrant named therein.8-K001-347564.2May 20, 2013
4.11Waiver to Fifth Amended and Restated Investor’s Rights Agreement, dated as of August 13, 2015, between the Registrant and certain holders of the capital stock of the Registrant named therein.8-K001-347564.1August 19, 2015
4.12Waiver 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-K001-347564.1May 24, 2016
4.13Waiver to Fifth Amended and Restated Investors’ Rights Agreement, dated as of March 15, 2017, between the Registrant and certain holders of the capital stock of the Registrant named therein.8-K001-347564.1March 17, 2017
4.14Waiver to Fifth Amended and Restated Investors’ Rights Agreement, dated as of May 1, 2019, between the Registrant and certain holders of the capital stock of the Registrant named therein.8-K001-347564.1May 3, 2019
4.15Indenture, dated as of May 22, 2013, by and between the Registrant and U.S. Bank National Association.8-K001-347564.1May 22, 2013
4.16Indenture, dated as of October 15, 2014, between SolarCity and U.S. Bank National Association, as trustee.S-3ASR(1)333-1993214.1October 15, 2014
4.17Tenth Supplemental Indenture, dated as of March 9, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.00% Solar Bonds, Series 2015/6-10.8-K(1)001-357584.3March 9, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.18Eleventh Supplemental Indenture, dated as of March 9, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.75% Solar Bonds, Series 2015/7-15.8-K(1)001-357584.4March 9, 2015
4.19Fifteenth Supplemental Indenture, dated as of March 19, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C4-10.8-K(1)001-357584.5March 19, 2015
4.20Sixteenth Supplemental Indenture, dated as of March 19, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C5-15.8-K(1)001-357584.6March 19, 2015
4.21Twentieth Supplemental Indenture, dated as of March 26, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C9-10.8-K(1)001-357584.5March 26, 2015
4.22Twenty-First Supplemental Indenture, dated as of March 26, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C10-15.8-K(1)001-357584.6March 26, 2015
4.23Twenty-Sixth Supplemental Indenture, dated as of April 2, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C14-10.8-K(1)001-357584.5April 2, 2015
4.24Thirtieth Supplemental Indenture, dated as of April 9, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C19-10.8-K(1)001-357584.5April 9, 2015
4.25Thirty-First Supplemental Indenture, dated as of April 9, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C20-15.8-K(1)001-357584.6April 9, 2015
4.26Thirty-Fifth Supplemental Indenture, dated as of April 14, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C24-10.8-K(1)001-357584.5April 14, 2015
4.27Thirty-Sixth Supplemental Indenture, dated as of April 14, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C25-15.8-K(1)001-357584.6April 14, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.28Thirty-Eighth Supplemental Indenture, dated as of April 21, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C27-10.8-K(1)001-357584.3April 21, 2015
4.29Thirty-Ninth Supplemental Indenture, dated as of April 21, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C28-15.8-K(1)001-357584.4April 21, 2015
4.30Forty-Third Supplemental Indenture, dated as of April 27, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C32-10.8-K(1)001-357584.5April 27, 2015
4.31Forty-Fourth Supplemental Indenture, dated as of April 27, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C33-15.8-K(1)001-357584.6April 27, 2015
4.32Forty-Eighth Supplemental Indenture, dated as of May 1, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.00% Solar Bonds, Series 2015/12-10.8-K(1)001-357584.5May 1, 2015
4.33Forty-Ninth Supplemental Indenture, dated as of May 1, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.75% Solar Bonds, Series 2015/13-15.8-K(1)001-357584.6May 1, 2015
4.34Fifty-Second Supplemental Indenture, dated as of May 11, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C36-10.8-K(1)001-357584.4May 11, 2015
4.35Fifty-Third Supplemental Indenture, dated as of May 11, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C37-15.8-K(1)001-357584.5May 11, 2015
4.36Fifty-Seventh Supplemental Indenture, dated as of May 18, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C40-10.8-K(1)001-357584.4May 18, 2015
4.37Fifty-Eighth Supplemental Indenture, dated as of May 18, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C41-15.8-K(1)001-357584.5May 18, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.38Sixty-First Supplemental Indenture, dated as of May 26, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C44-10.8-K(1)001-357584.4May 26, 2015
4.39Sixty-Second Supplemental Indenture, dated as of May 26, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C45-15.8-K(1)001-357584.5May 26, 2015
4.40Seventieth Supplemental Indenture, dated as of June 16, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C52-10.8-K(1)001-357584.4June 16, 2015
4.41Seventy-First Supplemental Indenture, dated as of June 16, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C53-15.8-K(1)001-357584.5June 16, 2015
4.42Seventy-Fourth Supplemental Indenture, dated as of June 22, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C56-10.8-K(1)001-357584.4June 23, 2015
4.43Seventy-Fifth Supplemental Indenture, dated as of June 22, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C57-15.8-K(1)001-357584.5June 23, 2015
4.44Eightieth Supplemental Indenture, dated as of June 29, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C61-10.8-K(1)001-357584.5June 29, 2015
4.45Eighty-First Supplemental Indenture, dated as of June 29, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C62-15.8-K(1)001-357584.6June 29, 2015
4.46Ninetieth Supplemental Indenture, dated as of July 20, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C71-10.8-K(1)001-357584.5July 21, 2015
4.47Ninety-First Supplemental Indenture, dated as of July 20, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C72-15.8-K(1)001-357584.6July 21, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.48Ninety-Fifth Supplemental Indenture, dated as of July 31, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.00% Solar Bonds, Series 2015/20-10.8-K(1)001-357584.5July 31, 2015
4.49Ninety-Sixth Supplemental Indenture, dated as of July 31, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.75% Solar Bonds, Series 2015/21-15.8-K(1)001-357584.6July 31, 2015
4.50One Hundred-and-Fifth Supplemental Indenture, dated as of August 10, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C81-10.8-K(1)001-357584.5August 10, 2015
4.51One Hundred-and-Eleventh Supplemental Indenture, dated as of August 17, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C87-15.8-K(1)001-357584.6August 17, 2015
4.52One Hundred-and-Sixteenth Supplemental Indenture, dated as of August 24, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C92-15.8-K(1)001-357584.6August 24, 2015
4.53One Hundred-and-Twenty-First Supplemental Indenture, dated as of August 31, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C97-15.8-K(1)001-357584.6August 31, 2015
4.54One Hundred-and-Twenty-Eighth Supplemental Indenture, dated as of September 14, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C101-10.8-K(1)001-357584.5September 15, 2015
4.55One Hundred-and-Twenty-Ninth Supplemental Indenture, dated as of September 14, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C102-15.8-K(1)001-357584.6September 15, 2015
4.56One Hundred-and-Thirty-Third Supplemental Indenture, dated as of September 28, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C106-10.8-K(1)001-357584.5September 29, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.57One Hundred-and-Thirty-Fourth Supplemental Indenture, dated as of September 28, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C107-15.8-K(1)001-357584.6September 29, 2015
4.58One Hundred-and-Thirty-Eighth Supplemental Indenture, dated as of October 13, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C111-10.8-K(1)001-357584.5October 13, 2015
4.59One Hundred-and-Forty-Third Supplemental Indenture, dated as of October 30, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.00% Solar Bonds, Series 2015/25-10.8-K(1)001-357584.5October 30, 2015
4.60One Hundred-and-Forty-Fourth Supplemental Indenture, dated as of October 30, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.75% Solar Bonds, Series 2015/26-15.8-K(1)001-357584.6October 30, 2015
4.61One Hundred-and-Forty-Eighth Supplemental Indenture, dated as of November 4, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C116-10.8-K(1)001-357584.5November 4, 2015
4.62One Hundred-and-Fifty-Third Supplemental Indenture, dated as of November 16, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C121-10.8-K(1)001-357584.5November 17, 2015
4.63One Hundred-and-Fifty-Fourth Supplemental Indenture, dated as of November 16, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C122-15.8-K(1)001-357584.6November 17, 2015
4.64One Hundred-and-Fifty-Eighth Supplemental Indenture, dated as of November 30, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C126-10.8-K(1)001-357584.5November 30, 2015
4.65One Hundred-and-Fifty-Ninth Supplemental Indenture, dated as of November 30, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C127-15.8-K(1)001-357584.6November 30, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
4.66One Hundred-and-Sixty-Third Supplemental Indenture, dated as of December 14, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C131-10.8-K(1)001-357584.5December 14, 2015
4.67One Hundred-and-Sixty-Fourth Supplemental Indenture, dated as of December 14, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C132-15.8-K(1)001-357584.6December 14, 2015
4.68One Hundred-and-Sixty-Eighth Supplemental Indenture, dated as of December 28, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 4.70% Solar Bonds, Series 2015/C136-10.8-K(1)001-357584.5December 28, 2015
4.69One Hundred-and-Sixty-Ninth Supplemental Indenture, dated as of December 28, 2015, by and between SolarCity and the Trustee, related to SolarCity’s 5.45% Solar Bonds, Series 2015/C137-15.8-K(1)001-357584.6December 28, 2015
4.70One Hundred-and-Seventy-Third Supplemental Indenture, dated as of January 29, 2016, by and between SolarCity and the Trustee, related to SolarCity’s 5.00% Solar Bonds, Series 2016/4-10.8-K(1)001-357584.5January 29, 2016
4.71One Hundred-and-Seventy-Fourth Supplemental Indenture, dated as of January 29, 2016, by and between SolarCity and the Trustee, related to SolarCity’s 5.75% Solar Bonds, Series 2016/5-15.8-K(1)001-357584.6January 29, 2016
4.72Description of Registrant’s Securities————X
10.1**Form of Indemnification Agreement between the Registrant and its directors and officers.S-1/A333-16459310.1June 15, 2010
10.2**2003 Equity Incentive Plan.S-1/A333-16459310.2May 27, 2010
10.3**Form of Stock Option Agreement under 2003 Equity Incentive Plan.S-1333-16459310.3January 29, 2010
10.4**Amended and Restated 2010 Equity Incentive Plan.10-K001-3475610.4February 23, 2018
10.5**Form of Stock Option Agreement under 2010 Equity Incentive Plan.10-K001-3475610.6March 1, 2017
10.6**Form of Restricted Stock Unit Award Agreement under 2010 Equity Incentive Plan.10-K001-3475610.7March 1, 2017
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
10.7**Amended and Restated 2010 Employee Stock Purchase Plan, effective as of February 1, 2017.10-K001-3475610.8March 1, 2017
10.8**2019 Equity Incentive Plan.S-8333-2320794.2June 12, 2019
10.9**Form of Stock Option Agreement under 2019 Equity Incentive Plan.S-8333-2320794.3June 12, 2019
10.10**Form of Restricted Stock Unit Award Agreement under 2019 Equity Incentive Plan.S-8333-2320794.4June 12, 2019
10.11**Employee Stock Purchase Plan, effective as of June 12, 2019.S-8333-2320794.5June 12, 2019
10.12**2012 SolarCity Equity Incentive Plan and form of agreements used thereunder.S-1(1)333-18431710.3October 5, 2012
10.13**Offer Letter between the Registrant and Elon Musk dated October 13, 2008.S-1333-16459310.9January 29, 2010
10.14**Performance Stock Option Agreement between the Registrant and Elon Musk dated January 21, 2018.DEF 14A001-34756Appendix AFebruary 8, 2018
10.15Indemnification Agreement, effective as of June 23, 2020, between Registrant and Elon R. Musk.10-Q001-3475610.4July 28, 2020
10.16Form of Call Option Confirmation relating to 1.25% Convertible Senior Notes Due March 1, 2021.8-K001-3475610.3March 5, 2014
10.17†Supply Agreement between Panasonic Corporation and the Registrant dated October 5, 2011.10-K001-3475610.50February 27, 2012
10.18†Amendment No. 1 to Supply Agreement between Panasonic Corporation and the Registrant dated October 29, 2013.10-K001-3475610.35AFebruary 26, 2014
10.19Agreement between Panasonic Corporation and the Registrant dated July 31, 2014.10-Q001-3475610.1November 7, 2014
10.20†General Terms and Conditions between Panasonic Corporation and the Registrant dated October 1, 2014.8-K001-3475610.2October 11, 2016
10.21Letter 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-K001-3475610.25AFebruary 24, 2016
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
10.22†Investment Letter Agreement between Panasonic Corporation and the Registrant dated October 1, 2014.10-Q001-3475610.4November 7, 2014
10.23Amendment to Gigafactory Documents, dated April 5, 2016, by and among the Registrant, Panasonic Corporation, Panasonic Corporation of North America and Panasonic Energy Corporation of North America.10-Q001-3475610.2May 10, 2016
10.24††2019 Pricing Agreement (Japan Cells) with respect to 2011 Supply Agreement, executed September 20, 2019, by and among the Registrant, Tesla Motors Netherlands B.V., Panasonic Corporation and SANYO Electric Co., Ltd.10-Q001-3475610.6October 29, 2019
10.25††2020 Pricing Agreement (Gigafactory 2170 Cells), entered into on June 9, 2020, by and among Registrant, Tesla Motors Netherlands B.V., Panasonic Corporation and Panasonic Corporation of North America.10-Q001-3475610.3July 28, 2020
10.26††2021 Pricing Agreement (Japan Cells) with respect to 2011 Supply Agreement, executed December 29, 2020, by and among the Registrant, Tesla Motors Netherlands B.V., Panasonic Corporation of North America and SANYO Electric Co., Ltd.10-K001-3475610.39February 8, 2021
10.27††Amended and Restated Factory Lease, executed as of March 26, 2019, by and between the Registrant and Panasonic Energy North America, a division of Panasonic Corporation of North America, as tenant.10-Q001-3475610.3July 29, 2019
10.28††Lease Amendment, executed September 20, 2019, by and among the Registrant, Panasonic Corporation of North America, on behalf of its division Panasonic Energy of North America, with respect to the Amended and Restated Factory Lease, executed as of March 26, 2019.10-Q001-3475610.7October 29, 2019
10.29††Second Lease Amendment, entered into on June 9, 2020, by and between the Registrant and Panasonic Energy of North America, a division of Panasonic Corporation of North America, with respect to the Amended and Restated Factory Lease dated January 1, 2017.10-Q001-3475610.1July 28, 2020
10.30†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 Governor’s Office of Economic Development.10-Q001-3475610.1August 7, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
10.31Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of September 2, 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-Q(1)001-3575810.16November 6, 2014
10.32First 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)001-3575810.16aFebruary 24, 2015
10.33Second 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)001-3575810.16bFebruary 24, 2015
10.34Third Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of February 12, 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)001-3575810.16cMay 6, 2015
10.35Fourth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of March 30, 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)001-3575810.16dMay 6, 2015
10.36Fifth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of June 30, 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)001-3575810.16eJuly 30, 2015
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
10.37Sixth 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)001-3575810.16fOctober 30, 2015
10.38Seventh 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)001-3575810.16gOctober 30, 2015
10.39Eighth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of October 26, 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)001-3575810.16hOctober 30, 2015
10.40Ninth Amendment to Amended and Restated Agreement For Research & Development Alliance on Triex Module Technology, effective as of December 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-K(1)001-3575810.16iFebruary 10, 2016
10.41Tenth 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-Q001-3475610.8May 10, 2017
10.42Eleventh Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology, effective as of July 22, 2020, among the Research Foundation for the State University of New York, Silevo, LLC and Tesla Energy Operations, Inc.10-Q001-3475610.6July 28, 2020
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
10.43Twelfth Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology, effective as of May 1, 2021, among the Research Foundation for the State University of New York, Silevo, LLC and Tesla Energy Operations, Inc.10-Q001-3475610.1October 25, 2021
10.44††Grant Contract for State-Owned Construction Land Use Right, dated as of October 17, 2018, by and between Shanghai Planning and Land Resource Administration Bureau, as grantor, and Tesla (Shanghai) Co., Ltd., as grantee (English translation).10-Q001-3475610.2July 29, 2019
10.45Credit Agreement, dated as of January 20, 2023, among Tesla, Inc., the Lenders and Issuing Banks from time to time party thereto, Citibank, N.A., as Administrative Agent and Deutsche Bank Securities, Inc., as Syndication Agent10-K001-3475610.59January 31, 2023
19Insider Trading Policy————X
21.1List of Subsidiaries of the Registrant————X
23.1Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm————X
31.1Rule 13a-14(a) / 15(d)-14(a) Certification of Principal Executive Officer————X
31.2Rule 13a-14(a) / 15(d)-14(a) Certification of Principal Financial Officer————X
32.1*Section 1350 Certifications————X
97Tesla, Inc. Clawback Policy10-K001-3475697January 29, 2024
101.INSInline XBRL Instance Document————X
101.SCHInline XBRL Taxonomy Extension Schema Document————X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.————X
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document————X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document————X
Exhibit NumberIncorporated by ReferenceFiled Herewith
Exhibit DescriptionFormFile No.ExhibitFiling Date
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document————X
104Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)

*Furnished herewith

**Indicates a management contract or compensatory plan or arrangement

†Confidential treatment has been requested for portions of this exhibit

††Portions of this exhibit have been redacted in compliance with Regulation S-K Item 601(b)(10).

(1)Indicates a filing of SolarCity

(2)Indicates a filing of Maxwell Technologies, Inc.

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