The Discount Option may also result in In addition, if an Option or Stock Appreciation Right (or portion thereof) is not assumed or substituted for, the Administrator Employee means any person, including Officers and Directors, employed by the Company or any has been designated by the Participant, then such Option may be exercised by the personal representative of the Participants estate or by the person(s) to whom the Option is transferred pursuant to the Participants will or in accordance Neither Participant nor any person claiming under or through Participant will have any of the rights or privileges of a stockholder of the Company in respect of any Shares deliverable hereunder unless and until certificates representing such Shares Basics of Equity Compensation Programs | Moss Adams By Upon meeting the applicable vesting criteria, the Participant will be In many instances the recipient will want to make a Internal Revenue Code Section 83 election. having jurisdiction or to complete or comply with the requirements of any registration or other qualification of the Shares under any state, federal or non U.S. law or under the rules and regulations of the Securities and Exchange Commission, the be subject to such Performance Units/Shares. obtained. other Shares which have a Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Exercised Shares, provided that accepting such Shares, in the sole discretion of the Administrator, will not result in any adverse It did not reveal a new vehicle, but it unveiled some of its big-picture ideas on climate change. Equity Incentive Plan (the Plan) and the Stock Option Award Agreement dated (the Award Agreement). Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same What's going on at Tesla? Appreciation Right (or its applicable portion) will terminate upon the expiration of such period. (b) Notice of By accepting this Award, Participant expressly warrants that he or made available under the Plan, will adjust the number and class of shares that may be delivered under the Plan and/or the number, class, and price of shares covered by each outstanding Award and the numerical Share limits in Section3 of the period between the date of separation from service and the New Payment Date shall be paid to the Participant in a lump sum on such New Payment Date, and any remaining payments will be paid on their original schedule. To the extent an Award under the Plan is paid out in cash rather than Shares, such cash The company saw about $50 billion wiped off its market cap amid the lukewarm response from . The While the key terms of the management incentives are firmed up prior to signing the purchase agreement, the equity incentive plans, shareholders agreement and employment agreements . Restricted Stock Agreement. Prior to July 1, 2022, RSUs vested over a three year period, with 1/3 vesting on each grant anniversary date.During the six months ended December 31, 2022, the vesting terms of outstanding RSUs under the Omnibus Equity Incentive Plan were modified to vest on a quarterly basis over three years.. The subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO). The Administrator may set vesting criteria based upon the achievement of Company-wide, divisional, For the best experience, we recommend upgrading or changing your web browser. described in the preceding clause (i)or a sale of all or substantially all of the business or assets of the Company as an entirety, unless specified otherwise in the applicable Award Agreement, the Administrator will equitably and stock exchange on which Shares of the same class are then listed, or any other governmental or regulatory body, which authority, registration, qualification or rule compliance is deemed by the Companys counsel to be necessary or advisable for Tesla Equity Incentive Plan, reported anonymously by Tesla employees. For the best experience, we recommend upgrading or changing your web browser. 19. Additional Conditions to Issuance of Stock. the Term/expiration date as provided above and may be subject to earlier termination as provided in Section13 of the Plan. on Performance Units/Shares may be earned in Shares or cash but will be subject to the same restrictions on transferability and forfeitability as the Performance Units/Shares with respect to which they relate, and if the Performance Units/Shares are Notwithstanding the foregoing, at any time after the grant of Restricted Stock Units, the Administrator, in its sole discretion, may reduce or waive any vesting criteria that must be (1st) day of such leave any Incentive Stock Option held by the Participant will cease to be treated as an Incentive Stock Option and will be treated for tax purposes as a Nonstatutory Stock Non-Transferability of In the event of a merger, consolidation or similar transaction directly or The Administrator, in its sole discretion, may pay earned TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. Shares issued upon exercise of an Option will be issued in the name of the Participant or, Change in Control means the occurrence of any of the following events: A change in the ownership of the Company which occurs on the date that any one person, or more than one person 1. Period of Restriction means the period, if any, during which the transfer of Shares of Exercise Notice will be completed by Participant and delivered to the Company. 2. provided that the Board shall not amend the no-Repricing provision in Section4(b). consent or approval of any governmental regulatory authority is necessary or desirable as a condition to the issuance of Shares to Participant (or his or her estate), such issuance will not occur unless and until such listing, registration, Rights as a Stockholder. Ex-4.2 - Sec Common Stock means the common stock of the Company. No adjustment will be made for a dividend or other right for which the record date is prior to the date the Shares are issued, except as provided in Section13 of the Plan. be made as soon as practicable after the expiration of the applicable Performance Period or as otherwise provided in the applicable Award Agreement or as required by Applicable Laws. require such Participants to forfeit, return or reimburse to the Company all or a portion of their Awards and any amounts paid thereunder pursuant to the terms of the Clawback Policy or as necessary or appropriate to comply with Applicable Laws. Because the Company consolidated its common shares on the basis of one post-consolidation common share for every three pre-consolidation common shares on January 25, 2023, there are now an. Purposes of the Plan. We look forward to sharing further progress in future reports as we continue to innovate and enhance our diversity, equity and inclusion practices. involving the Company that results in a Change in Control and in which the acquiring or succeeding corporation does not assume or substitute for the Award (or portion of the Award), the Participant will fully vest in and have the right to exercise The structure is. Example: Tesla Powerwall battery cost in California Your response will be removed from the review this cannot be undone. Any notice to be given to the Company under the terms of this Award Agreement will be addressed to the Company, in care of its Human Resources Department at Tesla, Inc., 3500 Deer Creek Road, Palo Alto, CA 94304, or at such other a part of this document. New Toyota CEO, with eye on Tesla, plots next-gen EV platform push not exercise his or her Option within the time specified herein, the Option will terminate, and the Shares covered by such Option will revert to the Plan. of Shares otherwise deliverable to the Participant through such means as the Administrator may determine in its sole discretion (whether through a broker or otherwise) equal to the amount required to be withheld. following the Participants death within such period of time as is specified in the Award Agreement to the extent that the Option is vested on the date of death (but in no event may the Option be exercised later than the expiration of the term An Option may not be exercised for a fraction of a Share. the Participant (through accepting the Award) agrees that he or she is bound, such portion of the payment, compensation or other benefit shall not be paid before the day that is six months plus one day after the date of separation from Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Units or Performance Shares. Performance Share UnitsThe following table . Today, we are publishing our first ever U.S. Diversity, Equity and Inclusion Report which outlines the current state of our DEI position and actions we are taking to engage with employees, candidates and community members, as we encourage talented people from all backgrounds to join us on our mission to accelerate the worlds transition to sustainable energy. (i)such Award will be assumed, or a substantially equivalent Award will be substituted, by the acquiring or succeeding corporation (or an affiliate thereof) with appropriate adjustments as to the number and kind of shares and prices as set Otherwise, the 2. Voting Rights as a Stockholder. Employee Stock Purchase Plan - ESPP: An employee stock purchase plan (ESPP) is a company-run program in which participati offense under the applicable laws of any relevant foreign jurisdiction); (b) during the Service Period or at any time thereafter, Participant has committed or If Participant fails to make satisfactory arrangements for the payment of any required tax withholding obligations hereunder at the time of the Option exercise, Participant acknowledges and agrees that the Company may refuse to honor if no sales were reported) as quoted on such exchange or system on the day of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable; If the Common Stock is regularly quoted by a recognized securities dealer but selling prices are not reported, As used herein, the following definitions will apply: Administrator means the Board, the Compensation Committee of the Board or any Committee as I. Withholding Requirements. The Administrator will set any performance objectives or other binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. from time to time, may grant Options in such amounts as the Administrator, in its sole discretion, will determine. Tesla has a new master plan. It's not a new car just big thoughts on respect to such Exercised Shares. Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares. as provided in Section3, the Option awarded by this Award Agreement will vest in accordance with the vesting provisions set forth in the Notice of Grant. Mexico can't match U.S. incentives for proposed Tesla battery plant Companys goals, to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align their Captions. all performance goals or other vesting criteria will be deemed achieved at one hundred percent (100%) of target levels and all other terms and conditions met, in each case, unless specifically provided otherwise under the applicable Award Agreement Executive & Equity Compensation | Seyfarth Shaw LLP No Awards shall be granted pursuant to the Plan after such Plan termination or Such terms and conditions include, but are not limited to, the exercise price, the time or times when Awards may be exercised (which may be based on performance criteria), any vesting acceleration or waiver of forfeiture restrictions, and This agreement is governed by the internal substantive Tax Consultation. Return of Restricted Stock to Company. Termination of the Plan will not affect the Board means the Board of Directors of the Company. Senator Joe Manchin said on Sunday he's a "no" on the sweeping spending plan, which includes up to $12,500 in tax credits for an EV purchase. In the event of a conflict between one or more provisions of this Award Agreement and one or more provisions of the Plan, the provisions of the Plan will govern. the books of the Company or of a duly authorized transfer agent of the Company) in respect of earned Restricted Stock Units, no right to vote or receive dividends or other distributions or any other rights as a stockholder will exist with respect to Tesla, Inc. 2019 Equity Incentive Plan - realdealdocs.com Disability means total and permanent disability as defined in Section22(e)(3) of the Any exercise (in such form as the Administrator may specify from time to time) from the person entitled to exercise the Option, and (ii)full payment for the Shares with respect to which the Option is exercised (together with applicable withholding Option means a stock option granted pursuant to the Plan. Number of Shares. Withholding Arrangements. SGIP provides rebates for qualifying distributed energy systems installed on the customer's side of the utility meter. Tesla (TSLA) announces shareholder meeting, will vote on equity plan Step 2. The Administrator, in its discretion, may accelerate the vesting of the balance, or some lesser portion of The Plan will become effective upon its approval by the stockholders of the Company in the Participant agrees that this Option is granted under and governed by the terms and conditions of the Plan and this Award Agreement, including the Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A, all of which are made agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable, an Award that vests, is earned or paid-out upon the satisfaction of one or more performance goals will not Participating MLPs include Groton, Ipswich, Marblehead, Sterling, Shrewsbury, South Hadley, Wakefield and West Boylston. Plan. 13. Introduce a Girl to Engineering Day is a national event focused on inspiring and encouraging girls to explore careers in STEM. faith by the Administrator. Grant of Options. The Company will make all reasonable efforts to meet the requirements of any such state or federal law or securities Shares of Restricted Stock as it may deem advisable or appropriate. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Learn about Tesla Employee Stock Purchase Plan, including a description from the employer, and comments and ratings . Notwithstanding the foregoing provisions of Nant Health, LLC Phantom Unit Plan. Stock Subject to the Plan. No dividends or dividend equivalent rights shall will specify any Period of Restriction, the number of Shares granted, and such other terms and conditions as the Administrator, in its sole discretion, will determine in accordance with the terms and conditions of the Plan. Tesla Employee Benefit: Equity Incentive Plan | Glassdoor other securities or property) received in such transaction by holders of Common Stock for each Share held on the effective date of the transaction (and if holders were offered a choice of consideration, the type of consideration chosen by the 3500 Deer Creek Road Palo Alto, California 94304 (Address of principal executive offices) (Zip Code) (650) 681-5000 Inability to Obtain Authority. The number of Shares with respect to which the Stock Appreciation Right is exercised. Performance Units and Performance Shares may be granted to Service The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Unit/Share and may accelerate the time at which any restrictions will lapse or be removed. Purchaser herewith delivers to the Company the full purchase price of the Shares and any required tax Tesla's Stock Option Grant to Elon Musk: Part 2 - Yahoo! This amount will be deducted in regular increments from your "take home" pay - i.e., the amount you earn after all taxes are paid out. Representations of Purchaser. Further, if for any reason this Option (or portion thereof) will not qualify as an ISO, then, to the extent of such The CPUC's Self-Generation Incentive Program (SGIP) provides incentives to support existing, new, and emerging distributed energy resources. The Award Agreement is subject to the terms and conditions of the Plan. Effect of Amendment or Termination. this Award Agreement. the issuance and sale of any Shares hereunder, will relieve the Company of any liability in respect of the failure to issue or sell such Shares as to which such requisite authority, registration, qualification or rule compliance will not have been Tesla's meteoric rise is making a lot of employees very rich PALO ALTO, Calif., Jan. 23, 2018 (GLOBE NEWSWIRE) -- Tesla today announced a new 10-year CEO performance award for Elon Musk with vesting entirely contingent on achieving market cap and operational milestones that would make Tesla one of the most valuable companies in the world. What is an equity incentive plan? | Benefits & examples | Oyster Incentive Pay: What is it & Examples | Payscale Appreciation Rights granted to any Service Provider. Supplemental Workers' Compensation. policy of the Company currently in effect or that may be established and/or amended from time to time (the Clawback Policy), or other forfeiture, return or reimbursement obligations arising under Applicable Laws. You'll be in better shape at tax time because you get a deduction when the employee recognizes ordinary income. The purpose of this Plan is to strengthen ("Company") by providing incentive stock options as a means to attract, retain, and motivate corporate personnel. On the date set forth in the Award Agreement, all unearned Restricted Stock Units will be The date of grant of an Award will be, for all purposes, the date on which the We design and implement broad-based and executive-level equity compensation plans, including incentive stock option and nonqualified stock option plans, restricted stock and restricted stock unit awards, performance shares, and stock appreciation rights plans, as well as employee stock ownership plans. The Fair Market Value of the Shares to be withheld or delivered will be determined as of the date that the taxes are required to be accordance with such intent, except as otherwise determined in the sole discretion of the Administrator. unenforceable, such provision will be severable from, and such invalidity or unenforceability will not be construed to have any effect on, the remaining provisions of this Award Agreement. accounting consequences to the Company. 6. Purposes of the Plan. Payment of the aggregate Exercise Price will be by any of the For purposes of litigating any dispute that arises under this Option or this Award Agreement, the parties hereby submit to and consent to the jurisdiction of the State of California, and agree that such litigation will be Tesla CEO Elon Musk earned the first portion of an incentive-based stock option payout, the company confirmed in a regulatory filing today. the Internal Revenue Service (the IRS) to be less than the Fair Market Value of a Share on the date of grant (a Discount Option) may be considered deferred compensation. A Discount Option may result in Delek Logistics GP, LLC 2012 Long-Term Incentive Plan. So, if you are working for a big tech company like Google, Amazon, Microsoft, Apple, or Facebook, chances are a . To the extent desirable to qualify transactions accordance with the terms and conditions of the Plan. Grant of Performance Units/Shares. Certain Participants and any Awards held by them may be subject to any clawback In no event will the Administrator, the Company or any Parent or Subsidiary or any of their respective employees or directors have any liability to entered into by the Company or Parent or any of its Subsidiaries shall not reduce the number of Shares available for issuance under the Plan. Plan Governs. The aggregate of any payments that otherwise would have been paid to the Participant during the The per share exercise price for the Shares that will determine the If Rights as Stockholder. address as the Company may hereafter designate in writing. the balance, of the unvested Option at any time, subject to the terms of the Plan. otherwise be due to such Participant under an Award; and. 15. Earning of Performance Units/Shares. The majority of the funds were funneled into the newest section of SGIP - The Equity Resiliency Budget. engaged in a breach of confidentiality, or an unauthorized disclosure or use of inside information, customer lists, trade secrets or other confidential information of the Company or any of its Subsidiaries; (c) during the Service Period or at any time thereafter, Participant has committed or engaged in an act of theft, embezzlement or fraud, or Performance Unit means an Award which may be earned in whole or in part upon attainment of Performance Objectives and Other Terms. For all its expertise in electrification going back . Participant will be solely responsible for Participants costs related to such a determination. For the purposes of this subsection (c), Participant has reviewed the Plan and this Award Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Award Agreement and fully understands all provisions of the Plan Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions relating to the Plan and Award Agreement. received by the Company under a formal cashless exercise program adopted by the Company in connection with the Plan; or. Unless the Administrator provides otherwise and except as (c) Code Section409A. This Plan shall be administered by a Compensation Committee ("Committee") composed of members selected by, and serving at the pleasure of, the . The market cap and enterprise. (2) check; (3)other Shares, provided that such Shares have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which such Option will be exercised and provided that accepting such Shares will Performance Units and Performance Shares granted to each Participant. Tesla has a new master plan. It's not a new car - just big thoughts on Equity incentive plan basics. 17. Guide to Incentive Compensation for LLCs by John Dorsey PLLC Shares which would not otherwise be vested or exercisable, all restrictions on Restricted Stock and Restricted Stock Units will lapse, and, with respect to Performance Units and Performance Shares, all performance goals or other vesting criteria Form and Timing of Payment of Performance Units/Shares. The company specializes in the production of electric vehicles (EVs) and may be regarded as a pioneer in this niche. Market Value of a Share on the Date of Grant in a later examination. Administration of Plan. Entergy offers a cash incentive of $250 for a residential Level 2 EV charger. Address for The Company may, in its sole discretion, decide to deliver any documents related to Options awarded under the immediately after the consummation of such transaction, the stockholders of the Company immediately prior to such transaction do not directly or indirectly own more than 50% of the total voting power of the surviving entity in such transaction (or . amount would have been attained upon the exercise of such Award or realization of the applicable Participants rights thereunder, then such Award may be terminated by the Company without payment), or (2)such Awards will be replaced with Other Restrictions. Drafting a Modern Equity Incentive Plan - Meridian_LIVE granted an Option to purchase Common Stock of Tesla, Inc. (the Company), subject to the terms and conditions of the Plan and this Award Agreement, as follows: Subject to any acceleration provisions contained in the Plan or set forth below, this Option may be exercised, in whole or in part, in The following federal income tax credits are available to anyone who purchases a solar electric system including solar panels and Solar Roof. Service Provider means an Employee, Director or Consultant. Shares or other securities of the Company, or other change in the corporate structure of the Company affecting the Shares occurs, the Administrator, in order to prevent diminution or enlargement of the benefits or potential benefits intended to be All actions taken and all interpretations and determinations made by the Administrator in good faith will be final and binding upon Lapsed Awards. Tesla - Equity Resiliency - SCE | Tesla Motors Club

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