TSLATesla, Inc.
We are focused on bringing artificial intelligence (“AI”) into the real world, through products and services like Full Self-Driving (“FSD”) (Supervised) and Robotaxi, as well as working to develop and commercialize AI robots (“Bots”) (including Optimus). 10-K, Item 1
- Headquarters
- Austin, TX
- CEO
- Elon Musk
- Next results
- around Jan 1, 2027
8 paragraphs in Risk Factors of the 10-K filed Jan 29, 2026 with nothing like them in the 10-K filed Jan 30, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 46 Consumer discretionary companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
Upon launching our Robotaxi service in June 2025, we also entered into the autonomous ride-hailing service market, and have plans to mass produce Cybercab, a purpose-built Robotaxi product. As we seek to expand the scope and geographical footprint of this business, our success will be dependent upon various factors, including the acceptance and adoption by consumers of autonomous driving solutions, and Robotaxi as a preferable option, amid growing competition. If the uptake rate for autonomous driving solutions does not develop as we expect, our business, prospects, financial condition and operating results may be harmed.
Read in the 10-K ↗
Growth of our business is also dependent upon our ability to develop and commercialize Bots, including Optimus, which is in a nascent industry that has yet to develop commercially.
We currently are developing Bots, including Optimus, and intend for these products, as well as accompanying services, to be an important part of our business going forward. While this development requires significant cash investments and management resources, there is no guarantee this business will be successful. We have yet to commercialize Bots and cannot predict how demand for Bots will develop, either from commercial or consumer applications. We also face significant competition from other companies that are designing, developing and building robotics applications. Our success will depend on various factors, including our ability to successfully apply our artificial neural network training experience to autonomous robots, to either source or custom develop the necessary technology and components, and the product’s cost-effectiveness, utility and competitive positioning relative to market alternatives. If our Bots program fails to develop as we expect, or progresses more slowly than expected, our business, prospects, financial condition and operating results may be harmed.
Read in the 10-K ↗
If our products contain design or manufacturing defects, whether relating to our software or hardware, that cause them not to perform as designed or intended or that require repair, or certain features of our vehicles such as new driver
Read in the 10-K ↗
foreign regulatory agencies prior to market entry, as well as compliance with foreign reporting and recall management systems requirements.
Read in the 10-K ↗
network security and systems may occur despite defensive measures, and may result in fines, penalties and damages and harm our brand, prospects and operating results.
Read in the 10-K ↗
There is a risk that the technologies and initiatives associated with the 2025 CEO Performance Award, including the product goals, are misaligned with current or future consumer demand, resulting in our failure to invest in or pursue another opportunity that generates significant financial returns or leads to greater shareholder value.
If the 2025 CEO Performance Award inadvertently directs our focus and resources toward specific technologies that are misaligned with market preferences, or such preferences evolve unfavorably, or customer demand for these innovations does not materialize as anticipated, we may miss opportunities better aligned with other needs. In particular, the product goals may not be indicative of the types of products or services that would, in the long run, generate financial returns necessary to justify the significant market capitalization goals of the 2025 CEO Performance Award. The product goals were designed to incentivize Elon Musk to devote time and energy to development of these products and services, as these products and services are directionally consistent with Mr. Musk’s vision for the future of our company. Our investments in these technologies and initiatives, including those underlying the product goals, frequently involve long development timelines and substantial capital, and there is no assurance that these investments will deliver the expected business, financial or reputational benefits. As a result, misalignment of consumer demand and the technologies and initiatives associated with the 2025 CEO Performance Award, including the product goals, may impair our ability to realize returns on such investments and could lead to strategic misalignment, underperformance or write-downs of related assets, all of which could have a negative impact on our financial performance and stock price.
Read in the 10-K ↗
New in the latest 10-Q
7 paragraphs in the 10-Q filed Oct 22, 2026 with nothing like them in the 10-Q filed Jul 23, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
Certain prior period balances have been reclassified to conform to the current period presentation in the consolidated financial statements and the accompanying notes.
Read in the 10-Q ↗
In September 2026, we entered into a senior unsecured delayed draw term loan facility with a commitment of $ 20.00 billion, maturing in September 2029 (the "Term Loan Facility"). The 3-year tenor is inclusive of an availability period of up to 18 months and is limited to ten draws. Undrawn commitments automatically reduce so that they do not exceed $ 10.00 billion at 12 months after closing, $ 5.00 billion at 15 months after closing and zero at 18 months after closing. Amounts repaid may not be reborrowed. Borrowings are available in U.S. dollars and may be used for general corporate purposes. Borrowed funds accrue interest at a variable rate equal to, at our election, Term SOFR or an alternate base rate, plus an applicable margin. The applicable margin will be based on the rating assigned to our senior, unsecured long-term indebtedness (or, in some cases, our issuer rating) (the "Credit Rating") from time to time. The fee for undrawn amounts is variable based on the Credit Rating and is currently 0.10 % per annum.
Read in the 10-Q ↗
In September 2026, we entered into two senior unsecured revolving credit facilities with aggregate commitments of $ 10.00 billion (the "Revolving Facilities"), consisting of a 5-year revolving credit facility with a commitment of $ 8.00 billion, maturing in September 2031, and a 364 -day revolving credit facility with a commitment of $ 2.00 billion, maturing in September 2027. The Revolving Facilities replaced our existing RCF Credit Agreement, which had a commitment of $ 5.00 billion and was scheduled to mature in January 2028. The 5-year facility contains two optional one-year extensions, and the 364 -day facility includes a one-year term-out option for loans outstanding at maturity, in each case subject to certain conditions. Commitments under the Revolving Facilities may be increased by up to $ 4.00 billion in the aggregate under certain circumstances. The underlying borrowings may be used for general corporate purposes. The 5-year facility is available in U.S. dollars, euros and pounds sterling. The 364 -day facility is available in U.S. dollars. Borrowed funds accrue interest at a variable rate equal to: (i) for dollar-denominated loans, at our election, Term SOFR or an alternate base rate; (ii) for loans denominated in pounds sterling, SONIA (the sterling overnight index average reference rate); or (iii) for loans denominated in euros, an adjusted EURIBOR (euro interbank offered rate); in each case, plus an applicable margin. The applicable margin will be based on the Credit Rating from time to time. The fee for undrawn amounts is variable based on the Credit Rating and is currently 0.10 % per annum under the 5-year facility and 0.08 % per annum under the 364 -day facility.
Read in the 10-Q ↗
As of September 30, 2026, we had $ 1.62 billion of unused letters of credit outstanding.
Read in the 10-Q ↗
In the three and nine months ended September 30, 2026, we recognized $ 221 million and $ 626 million of revenues, respectively, and $ 171 million and $ 478 million of cost of revenues, respectively, from SpaceX for its purchase of our Megapack products in the ordinary course of business. Accounts receivable associated with our Megapack sales are determined by contractual billing milestones, including capacity reservations, and payment terms. As of September 30, 2026, accounts receivable from SpaceX was $ 729 million, which included milestone billings and capacity reservations for Megapacks that have not been delivered. Deferred revenue related to unsatisfied performance obligations for these Megapack contracts with SpaceX as of September 30, 2026 was $ 648 million, of which $ 516 million was current and $ 132 million was long-term. Net of $ 588 million for Megapacks that have not been delivered, accounts receivable from SpaceX would be $ 141 million and total deferred revenue would be $ 60 million as of September 30, 2026.
Read in the 10-Q ↗
Other transactions with SpaceX and other related parties in the three and nine months ended September 30, 2026 were immaterial. Transactions with related parties were immaterial for the three and nine months ended September 30, 2025.
Read in the 10-Q ↗
Other information
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”). While there could be merits to a Transaction, there is no assurance that any such Transaction will be consummated, as a Transaction would be subject to, among other things, the affirmative recommendation of the Special Committee and, if agreed upon, any necessary shareholder approval.
Read in the 10-Q ↗
The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Oct 22, 2026 against Item 1A of the 10-K filed Jan 29, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
What the 10-Q itself says about its risk factors:
Read in the 10-Q ↗
Our operations and financial results are subject to various risks and uncertainties, including the factors discussed in Part I, Item 1A, Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025, which could adversely affect our business, financial conditions and future results.
1 paragraph in the 10-Q's Item 1A, and none of them adds, rewords or quietly edits a paragraph of the 10-K's.
Work on TSLA in a spreadsheet:
Excel workbook (a sheet per section, ten years by column, charts, links to the filings) ·
CSV.
For a Google Sheet that stays up to date, paste =IMPORTDATA("https://tickdelta.com/company/TSLA/export.csv") into a cell.