In re Tesla Motors, Inc. Securities Litigation

*1037 MEMORANDUM OF OPINION

Plaintiffs proposed a class action against Tesla Motors, Inc. and Tesla executive Elon Musk (collectively, “Tesla”), on behalf of all persons who purchased Tesla stock between August 19, 2013, and November 17, 2013 (the “Class Period”). The suit alleged that Tesla violated the Securities Exchange Act of 1934 and Securities and Exchange Commission Rule 10(b) — 5 by making materially false and misleading statements about the risk of fire caused by the lithium batteries that power the Tesla Model S car. Tesla moved to dismiss Plaintiffs’ Second Amended Class Action Complaint (“SAC”) on the grounds that Plaintiffs failed to plead that Tesla’s public statements were materially false or misleading. Mot. Dismiss (dkt. 43). At a hearing on September 26, 2014, this Court GRANTED Tesla’s motion to dismiss without leave to amend. Minute Entry (dkt. 53). In this memorandum of opinion, the Court more fully explains its reasoning.

I. BACKGROUND

Since its launch in 2012, the Model S’s safety and performance records have been exemplary. It has received, among other laurels, the highest vehicle rating ever awarded by Consumer Reports to any car and the highest…