Tesla, Inc. (TSLA) Q3 FY2026 8-K Filings and Company Events

Filings that contain financial statements

Tesla furnishes its quarterly "Update" deck as Exhibit 99.1 to each earnings Form 8-K. Each deck carries a statement of operations, balance sheet and statement of cash flows (unaudited, in millions of US dollars, five quarters side by side), plus non-GAAP reconciliations.

• Form 8-K filed October 21, 2026, accession 0001628280-26-066738: quarter ended September 30, 2026 (with the four prior quarters).
• Form 8-K filed July 22, 2026, accession 0001628280-26-049213: quarter ended June 30, 2026.
• Form 8-K filed April 22, 2026, accession 0001628280-26-026551: quarter ended March 31, 2026.
• Form 8-K filed January 28, 2026, accession 0001628280-26-003837: quarter and year ended December 31, 2025.

The quarterly production and deliveries 8-Ks listed below carry no financial statements.

Third quarter 2026 results (8-K, October 21, 2026; accession 0001628280-26-066738)

• Revenue was $28,046 million, roughly flat against $28,095 million in the third quarter of 2025. Automotive revenue was $20,560 million, energy generation and storage $2,881 million and services and other $4,605 million. Automotive regulatory credits fell to $113 million from $417 million a year earlier.
• Gross profit was $5,494 million (third quarter of 2025: $5,054 million). Operating expenses rose to $4,776 million from $3,430 million, with research and development at $2,761 million. Income from operations was $718 million against $1,624 million a year earlier.
• GAAP net income attributable to common stockholders was $787 million, or $0.22 per diluted share ($1,373 million and $0.39 a year earlier). Non-GAAP net income was $1,697 million, or $0.48 per diluted share. Adjusted EBITDA was $3,900 million.
• The company attributed the year-over-year operating income decline to higher operating expenses driven by superintelligence (SI) and other R&D projects, stock-based compensation (including the 2025 CEO Performance Award) and SG&A, lower regulatory credit revenue and lower energy generation and storage gross profit. It cited energy revenue as reduced partly by tariff-related customer refunds.
• Operating cash flow was $6,263 million and capital expenditures were $4,732 million, for free cash flow of $1,531 million. Cash, cash equivalents and short-term investments ended the quarter at $45,447 million, up $1.9 billion sequentially.
• Operating items called out in the deck: Cybercab deployment into the Austin Robotaxi fleet began September 3; Tesla Semi volume production began in Nevada; Megafactory Texas (planned 50 GWh) began production; the first Megapacks built with Tesla LFP cells shipped; Optimus production began in Fremont; the 10 millionth vehicle was produced and delivered. The company described battery availability as the limiting factor on vehicle volume and said it plans to reach 400 MW of SI training compute by year end.
• Outlook language is qualitative; the deck gives no numeric volume, margin or capital expenditure guidance.

Credit facilities (8-K, September 29, 2026; accession 0001628280-26-063820)

On September 29, 2026 Tesla entered into three new senior unsecured facilities, all signed and effective that day:

• A $20.0 billion three-year delayed draw term loan (Citibank, N.A. as agent), drawable up to ten times in the 18 months after closing. Undrawn commitments step down to $10.0 billion at the first anniversary and $5.0 billion at 15 months; loans mature September 29, 2029.
• An $8.0 billion five-year revolving facility (Wells Fargo Bank, N.A. as agent), maturing September 29, 2031, with up to two one-year extensions and a $500 million letter of credit sublimit.
• A $2.0 billion 364-day revolving facility (Wells Fargo as agent), maturing September 28, 2027, with a one-year term-out option.

Commitments under the revolvers can be increased by up to $4.0 billion. The agreements require at least $5.0 billion of consolidated liquidity. No loans were outstanding under the new facilities at signing, and Tesla stated it does not currently plan to draw on them in 2026. The same filing reports termination of the existing $5.0 billion revolving credit agreement dated January 20, 2023 (due to mature January 20, 2028), which had no borrowings and was ended without early termination penalties.

Earlier 2026 results

• Second quarter (8-K, July 22, 2026; accession 0001628280-26-049213): revenue rose 26% year over year to $28,236 million; income from operations fell 57% to $398 million (1.4% margin). The deck cites AI and other R&D spending, stock-based compensation, lower regulatory credit revenue, lower average selling price and energy warranty-related charges from a vendor cell issue. Capital expenditures of $5,789 million (up $3.3 billion sequentially) produced negative free cash flow of $1,092 million; cash and short-term investments were $43.5 billion. Net income attributable to common stockholders was $1,114 million and included a $1,005 million unrealized gain on the SpaceX equity investment.
• First quarter (8-K, April 22, 2026; accession 0001628280-26-026551): revenue rose 16% year over year to $22,387 million; income from operations rose 136% to $941 million (4.2% margin), helped by one-time warranty and tariff benefits in automotive and tariff benefits in energy. In the quarter Tesla paid $2,002 million for a SpaceX equity investment (cash flow statement, "Purchase of SpaceX equity investment"); the deck also describes a partnership with SpaceX aimed at a large semiconductor fabrication facility. Quarter-end cash and short-term investments were $44.7 billion.
• Fourth quarter and full year 2025 (8-K, January 28, 2026; accession 0001628280-26-003837): quarterly update with statements for the quarter and year ended December 31, 2025.

Production, deliveries and storage deployments (8-Ks furnishing press releases)

Full-year 2025 production was 1,654,667 vehicles and deliveries were 1,636,129. Third quarter 2026 deliveries of 486,532 compare with 497,099 in the third quarter of 2025, a 2% decline.

CEO compensation and governance (fiscal 2025 awards; the 2025 CEO Performance Award still shapes 2026 expense, the interim award was forfeited)

• August 4, 2025, Form 8-K (accession 0001104659-25-073263): the board approved a 2025 CEO Interim Award of 96 million restricted shares to Elon Musk on August 3, 2025, vesting at the second anniversary of grant, with a $23.34 per share purchase price and early forfeiture if the Delaware courts' Tornetta decision results in the 2018 CEO Award becoming exercisable in full. Tesla expected the performance condition not to be probable and so did not expect to record expense on issuance; an illustrative grant-date fair value of about $23.7 billion was disclosed. The interim award was later forfeited: per the Form 10-Q for the quarter ended September 30, 2026 (accession 0001628280-26-066775, Note 9), on April 21, 2026 the board determined that the final Delaware order allowing Mr. Musk to exercise the 2018 CEO Performance Award in full was a Tornetta Decision Event, resulting in immediate forfeiture of the 96 million shares; no stock-based compensation expense was recognized for the interim award before the forfeiture.
• November 7, 2025, Form 8-K (accession 0001104659-25-108507): at the November 6, 2025 annual meeting shareholders approved the 2025 CEO Performance Award (1,892,235,822 for, 564,940,908 against), granted September 3, 2025. It covers up to 423,743,904 shares in 12 tranches, each requiring a market capitalization milestone (from $2 trillion up to $8.5 trillion) paired with an operational milestone (vehicle, FSD subscription, Optimus and Robotaxi goals or Adjusted EBITDA goals from $50 billion). The preliminary aggregate fair value estimate was $87.75 billion. The award is the stock-based compensation cited in the 2026 quarterly decks. Shareholders also approved the amended and restated 2019 Equity Incentive Plan and a proposal to elect each director annually; a shareholder proposal on a Tesla investment in x.AI Corp. received more votes for than against but was not approved because abstentions count as votes against under the bylaws.
• September 5, 2025, Form 8-K (accession 0001104659-25-087862): updated form of indemnification agreement entered into with each director and executive officer (routine).

Not found in the 8-Ks reviewed

• No 8-K reports an acquisition, divestiture, dividend declaration, share repurchase authorization, stock split or senior management departure in the period from the second half of 2025 through October 21, 2026. The SpaceX equity purchase appears in the first quarter results deck and statements, not in a separate 8-K. The second-quarter 2026 acquisition described in the next bullet appears in the Form 10-Q, not in an 8-K.
• Acquisition not reported in any 8-K (second quarter of 2026; Form 10-Q accession 0001628280-26-066775, Note 3): Tesla acquired a Super Intelligence (SI) hardware company in an asset acquisition for $1.95 billion in Tesla common stock and equity awards. Of that, $1.73 billion is subject to service conditions and/or performance milestones, and $222 million was allocated to a patent and related developed-technology intangible asset. The deal is closed; the filing does not name the company.
• Exploratory, not signed (Form 10-Q accession 0001628280-26-066775, Part II Item 5): the board has formed a special committee of disinterested directors to explore deepening Tesla's relationship with SpaceX, potentially including a business combination. There is no agreement and no terms, and no assurance a transaction will be consummated; any transaction would need the committee's affirmative recommendation and any necessary shareholder approval.
• The new credit agreements are described in the September 29, 2026 8-K as to be filed as exhibits to the Form 10-Q for the quarter ending September 30, 2026.