AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 27/10/2026
Moat31
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 1/4 · Integrated service and OTA updates, together with an operating autonomy program (FSD/Robotaxi), provide differentiation, but disclosures do not show protective barriers translating into durable economics.
durability · 1/4 · Repeated declines in vehicle and Megapack ASPs and management’s own attribution to incentives suggest fragile protection against price competition.
customer dependency · 2/4 · Rising services revenue from paid Supercharging and maintenance and growth in FSD subscriptions indicate ongoing engagement, but switching friction is not established.
erosion resilience · 1/4 · Automotive gross margin improved year over year in Q3 2026 and for 1H 2026, but energy pricing pressure and prior ASP reductions show mixed resilience.
Pricing power44
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 1/4 · Management attributes 2024–2026 revenue changes in part to lower vehicle ASPs and lower Megapack ASP; Q3 2026 commentary again cites lower vehicle ASP YoY.
retention · 2/4 · Increases in paid Supercharging, maintenance and used-vehicle activity and growth in FSD subscriptions suggest continued usage by the installed base.
margin resilience · 2/4 · Automotive margins recovered YoY in Q3 2026 and improved for 1H 2026, but overall margins have been volatile with energy pricing headwinds.
contractual freedom · 2/4 · Tesla adjusts pricing and incentives, but energy tariff refunds owed to customers show certain contractual givebacks that constrain repricing.
Predictability82
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 75.00
- Revenue growth volatility (pp)
- 21.44
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 2.35
Financial strength100
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 99.16
- netDebtEbitGrade
- 100.00
- interestCoverageGrade
- 100.00
- currentRatioGrade
- 100.00
- Debt / FCF (x)
- 1.06
- Net debt / operating income (x)
- -2.28
- Interest coverage (x)
- 12.88
- Current ratio (x)
- 2.16
Capital allocation72
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 13.74
- 3-year average dilution (%)
- 1.00
- 3-year average SBC / revenue (%)
- 2.30
- cashConversionGrade
- 54.72
Management50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Operating cash flow covered H1 2026 capex, but 9M 2026 capex rose sharply and a $2B related-party SpaceX investment introduces allocation risk.
incentive alignment · 2/4 · The 2018 CEO award implementation imposes service-based vesting and post-vesting holding, and the 2025 interim award was forfeited to avoid double-dipping.
execution · 2/4 · Tesla surpassed 10 million vehicles and posted high quarterly deliveries; execution remains mixed amid pricing and margin variability.
governance · 2/4 · A special committee is evaluating potential SpaceX transactions, and board committees provide oversight; related-party dynamics still require careful governance.
Evidence
In June 2025, we launched our Robotaxi service, an autonomous ride-hailing platform that harnesses our technology and vehicles.
Business/Products and Services · Filed 29/01/2026
Our FSD (Supervised) technology serves as a key growth driver and product differentiator, with cumulative miles driven having increased exponentially in 2026.
MD&A/Automotive and SI Enabled Products · Filed 22/10/2026
We started providing Robotaxi rides using Cybercabs on September 3 in Austin.
Q3 2026 Update/Highlights · Filed 21/10/2026
Cumulative unsupervised Robotaxi miles grew eightfold quarter over quarter, driven by sustained double-digit weekly growth.
Q3 2026 Update/Highlights · Filed 21/10/2026
Q3-2025 Q4-2025 Q1-2026 Q2-2026 Q3-2026 YoY Model 3/Y production 435,826 422,652 394,611 442,936 457,387 Other models production 11,624 11,706 13,775 8,822 7,004 - Total production(1) 447,450 434,358 408,386 451,758 464,391 4% Model 3/Y deliveries 481,166 406,585 341,893 467,762 478,237 - Other models deliveries 15,933 11,642 16,130 12,364 8,295 - Total deliveries(1) 497,099 418,227 358,023 480,126 486,532 -2% of which subject to operating lease accounting 10,230 10,996 3,430 7,580 6,911 - Cumulative deliveries(2) (all-time; mil) 8.5 8.9 9.2 9.7 10.2 Active FSD Subscriptions(3) (mil) 1.04 1.10 1.28 1.48 1.74 Total end of quarter operating lease (new vehicle) count(4) 167,163 163,075 151,991 141,876 133,720 - Global vehicle inventory (days of supply)(5) 10 15 27 15 11 Storage deployed (GWh) 12.5 14.2 8.8 13.5 13.7 Supercharger stations 7,753 8,182 8,463 8,704 8,904 Supercharger connectors 73,817 77,682 79,918 82,357 84,465 O P E R A T I O N A L S U M M A R Y (Unaudited) 5 (1) Vehicle production and delivery numbers represent passenger vehicles sold to customers.
Q3 2026 Update/Operational Summary · Filed 21/10/2026
Although at present, same as in the past, the driver is responsible for remaining fully engaged in the driving operation, these systems provide safety and convenience functionality that may relieve drivers of many tedious and potentially dangerous aspects of road travel much like the system that airplane pilots use, when conditions permit.
Technology/Self-Driving Development and AI · Filed 29/01/2026
Additionally, the automotive segment also includes services and other, which includes sales of used vehicles, non-warranty maintenance services and collision, paid Supercharging sessions, automotive insurance business revenue, part sales and retail merchandise sales.
Segment Information/Automotive services and other · Filed 29/01/2026
37
Services and other revenue increased $2.00 billion, or 19%, in the year ended December 31, 2025 as compared to the year ended December 31, 2024, primarily due to increases in paid Supercharging sessions, non-warranty maintenance services and collision revenue, used vehicle sales volume and automotive insurance business revenue.
MD&A/Services and other revenue drivers · Filed 29/01/2026
Services and other revenue increased $2.22 billion, or 27%, in the year ended December 31, 2024 as compared to the year ended December 31, 2023, primarily due to increases in sales of used vehicles, non-warranty maintenance services and collision revenue, paid Supercharging revenue, insurance services revenue and part sales revenue.
MD&A/Services and other revenue drivers · Filed 30/01/2025
Services and other revenue increased $1.54 billion, or 50%, in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025.
MD&A/Services and other revenue drivers · Filed 23/07/2026
These increases were primarily due to increases in used vehicle sales volume and average selling price, non-warranty maintenance services and collision revenue, and paid Supercharging sessions.
MD&A/Services and other revenue drivers · Filed 22/10/2026
Servicing the vehicles ourselves allows us to identify problems and implement solutions and improvements faster than traditional automobile manufacturers and their dealer networks.
Service and Warranty/Automotive Service · Filed 29/01/2026
As with other vehicle systems, we improve these functions in our customer vehicles through over-the-air software updates.
Technology/Over-the-air updates · Filed 29/01/2026
We surpassed over 10 million vehicles delivered, and the Model Y remains on track to be the best-selling vehicle this year of any kind, globally, as we achieved record deliveries in countries around the world.
Proxy/Company performance summary · Filed 19/10/2026
Cash Operating cash flow of $6.3B Free cash flow2 of $1.5B $1.9B increase in our cash and investments3 Operations Produced and delivered our 10 millionth vehicle Launched Cybercab into the Robotaxi fleet in Austin Record production at Gigafactory Berlin 3
Q3 2026 Update/Highlights · Filed 21/10/2026
We ended the quarter with the largest backlog for our passenger vehicles in four years.
Q3 2026 Update/Highlights · Filed 21/10/2026
2025 compared to 2024
Automotive sales revenue decreased $6.66 billion, or 9%, in the year ended December 31, 2025 as compared to the year ended December 31, 2024, due a decrease of approximately 8% in cash deliveries and a lower average selling price per unit driven by sales mix and higher customer incentives such as attractive financing options.
MD&A/Automotive sales revenue drivers · Filed 29/01/2026
2024 compared to 2023
Automotive sales revenue decreased $6.03 billion, or 8%, in the year ended December 31, 2024 as compared to the year ended December 31, 2023, primarily due to lower average selling price on our vehicles driven by overall price reductions and attractive financing options provided in 2024 as well as mix.
MD&A/Automotive sales revenue drivers · Filed 30/01/2025
Energy generation and storage revenue increased $2.69 billion, or 27%, in the year ended December 31, 2025 as compared to the year ended December 31, 2024 primarily due to increases in Megapack and Powerwall deployments, partially offset by a decrease in average selling price of Megapack.
MD&A/Energy revenue drivers · Filed 29/01/2026
YoY, revenue was impacted by the following items(1): - decrease in Energy Generation and Storage, partially due to tariff-related customer refunds - lower vehicle average selling price (ASP) (excl.
Q3 2026 Update/Financial summary commentary · Filed 21/10/2026
34
Table of Contents
Cost of Revenues and Gross Margin
Three Months Ended September 30,
Change
Nine Months Ended September 30,
Change
(Dollars in millions)
2026
2025
$
%
2026
2025
$
%
Cost of revenues
Automotive sales
$
16,570
$
17,365
$
(795)
(5)
%
$
46,052
$
42,393
$
3,659
9
%
Automotive leasing
184
225
(41)
(18)
%
567
692
(125)
(18)
%
Total automotive cost of revenues
16,754
17,590
(836)
(5)
%
46,619
43,085
3,534
8
%
Services and other
3,871
3,109
762
25
%
11,203
8,526
2,677
31
%
Total automotive & services and other segment cost of revenues
20,625
20,699
(74)
—
%
57,822
51,611
6,211
12
%
Energy generation and storage segment
1,927
2,342
(415)
(18)
%
5,882
6,230
(348)
(6)
%
Total cost of revenues
$
22,552
$
23,041
$
(489)
(2)
%
$
63,704
$
57,841
$
5,863
10
%
Gross profit total automotive
$
3,806
$
3,615
$
10,691
$
8,748
Gross margin total automotive
18.5
%
17.0
%
18.7
%
16.9
%
Gross profit total automotive & services and other segment
$
4,540
$
3,981
$
12,419
$
9,381
Gross margin total automotive & services and other segment
18.0
%
16.1
%
17.7
%
15.4
%
Gross profit energy generation and storage segment
$
954
$
1,073
$
2,546
$
2,704
Gross margin energy generation and storage segment
33.1
%
31.4
%
30.2
%
30.3
%
Total gross profit
$
5,494
$
5,054
$
14,965
$
12,085
Total gross margin
19.6
%
18.0
%
19.0
%
17.3
%
Automotive & Services and Other Segment
MD&A/Cost of revenues and gross margin table · Filed 22/10/2026
31
Table of Contents
Cost of Revenues and Gross Margin
Three Months Ended June 30,
Change
Six Months Ended June 30,
Change
(Dollars in millions)
2026
2025
$
%
2026
2025
$
%
Cost of revenues
Automotive sales
$
16,866
$
13,567
$
3,299
24
%
$
29,482
$
25,028
$
4,454
18
%
Automotive leasing
187
228
(41)
(18)
%
383
467
(84)
(18)
%
Total automotive cost of revenues
17,053
13,795
3,258
24
%
29,865
25,495
4,370
17
%
Services and other
3,933
2,880
1,053
37
%
7,332
5,417
1,915
35
%
Total automotive & services and other segment cost of revenues
20,986
16,675
4,311
26
%
37,197
30,912
6,285
20
%
Energy generation and storage segment
2,499
1,943
556
29
%
3,955
3,888
67
2
%
Total cost of revenues
$
23,485
$
18,618
$
4,867
26
%
$
41,152
$
34,800
$
6,352
18
%
Gross profit total automotive
$
3,463
$
2,866
$
6,885
$
5,133
Gross margin total automotive
16.9
%
17.2
%
18.7
%
16.8
%
Gross profit total automotive & services and other segment
$
4,111
$
3,032
$
7,879
$
5,400
Gross margin total automotive & services and other segment
16.4
%
15.4
%
17.5
%
14.9
%
From time to time in the ordinary course of business, we enter into agreements with vendors for the purchase of components and raw materials to be used in the manufacture of our products.
MD&A/Cost of revenues and gross margin table · Filed 23/07/2026
We also recognized $339 million for the three months ended September 30, 2026, as a reduction to energy generation and storage revenue for the refunds contractually owed to certain energy storage customers.
Commitments and Contingencies/Tariff refunds · Filed 22/10/2026
Our cash flows provided by operating activities were $8.63 billion during the six months ended June 30, 2026, compared to $4.70 billion during the same period ended June 30, 2025, representing an increase of $3.94 billion.
Liquidity and Capital Resources/Cash flows - operating · Filed 23/07/2026
Capital expenditures amounted to $8.28 billion during the six months ended June 30, 2026, compared to $3.89 billion during the same period ended June 30, 2025, representing an increase of $4.40 billion.
Liquidity and Capital Resources/Capital expenditures · Filed 23/07/2026
Net cash flows from investing activities and their variability across each period related primarily to capital expenditures, which were $13.01 billion and $6.13 billion for the nine months ended September 30, 2026 and 2025, respectively, mainly for global SI and operational infrastructure and factory expansion, as well as machinery and equipment as we expand and enhance our product roadmap.
Cash Flows from Investing Activities/Capex 9M 2026 · Filed 22/10/2026
Additionally, we invested $2.00 billion in SpaceX common stock during the nine months ended September 30, 2026.
Cash Flows from Investing Activities/SpaceX investment · Filed 22/10/2026
On April 21, 2026 the Board approved the determination that the final order and judgment allowing our CEO to exercise the 2018 CEO Performance Award in full constituted a Tornetta Decision Event (as defined in the restricted stock award granted to our CEO on August 3, 2025 (the “2025 CEO Interim Award”), resulting in the immediate forfeiture of the 96 million shares associated with the 2025 CEO Interim Award.
Stock-based compensation/2018 award and 2025 interim award forfeiture · Filed 22/10/2026
The Implementation Agreement imposed a service-based vesting condition on the restricted shares of common stock (the “Restricted Shares”) issued to our CEO upon exercise of the 2018 CEO Performance Award, requiring him to remain in continuous service as CEO or as an executive officer responsible for product development or operations (as approved by the Board’s disinterested directors) through January 19, 2028 (the “scheduled vesting date”), and commences a five-year holding period on the date the Restricted Shares vest (except in the case of death).
Implementation Agreement/Service-based vesting and holding · Filed 22/10/2026
EX-99.12exhibit991111111.htmEX-99.1
Exhibit 99.1
Tesla Third Quarter 2026 Production, Deliveries & Deployments
In the third quarter, we produced over 464,000 vehicles, delivered over 486,000 vehicles and deployed 13.7 GWh of energy storage products.
Production and Deliveries notice · Filed 02/10/2026
The Tesla board of directors has formed a special committee (the “Special Committee”) comprising disinterested directors to explore deepening Tesla’s relationship with SpaceX, which could be through certain arrangements including without limitation a business combination (a “Transaction”).
Other Information/Special Committee on SpaceX relationship · Filed 22/10/2026
28 2026 Proxy Statement
Table of Contents
Audit Committee
Members
ROBYN DENHOLM
JOE GEBBIA
JACK HARTUNG
JAMES MURDOCH
Primary Responsibilities
Audit
•
Reviewing and approving the selection of Tesla’s independent auditors, and approving the audit and non-audit services to be performed by Tesla’s independent auditors
•
Discussing the scope and results of the audit with the independent auditors and reviewing with management and the independent auditors Tesla’s interim and year-end operating results
Oversight and Compliance
•
Providing oversight, recommendations, and under specified thresholds, approvals, regarding significant financial matters and investment practices, including any material acquisitions and divestitures
Proxy/Audit Committee responsibilities · Filed 19/10/2026
Many of our competitors have significantly more or better-established resources than we do to devote to the design, development, manufacturing, distribution, promotion, sale and support of their products and services, and may achieve additional cost efficiencies owing to location and economic environments.
Risk Factors/Competition · Filed 29/01/2026
•competition, including from other types of alternative fuel vehicles, plug-in hybrid electric vehicles and high fuel-economy internal combustion engine vehicles;
Risk Factors/Competition and alternatives · Filed 29/01/2026
