performance goals or other vesting criteria as the Administrator may determine and which may be settled for cash, Shares or other securities or a combination of the foregoing pursuant to Section10. PROMISE OF CONTINUED ENGAGEMENT AS A SERVICE PROVIDER FOR THE VESTING PERIOD, FOR ANY PERIOD, OR AT ALL, AND WILL NOT INTERFERE IN ANY WAY WITH PARTICIPANTS RIGHT OR THE RIGHT OF THE COMPANY (OR THE PARENT OR SUBSIDIARY EMPLOYING OR RETAINING Beware accounting, disclosure impact of changes to incentive comp plan Plan with respect to such Awards. Unless the Administrator provides otherwise and except as Fully subscribed. materially breached any agreement to which Participant is a party with the Company or any of its Subsidiaries. Forfeiture Events. relating to sub-plans established for the purpose of satisfying applicable foreign laws or for qualifying for favorable tax treatment under applicable foreign laws; to modify or amend each Award (subject to Section18 of the Plan), including but not limited to the Phantom Equity Plan of Oaktree Capital Group, LLC. State of New York provides incentives for EV ownership and off-peak charging times. If so accelerated, such Option will be considered as having vested as of the date specified by the Administrator. Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock I am happy all the way around, cant ask for anything more. In the event of a merger, consolidation or similar transaction directly or Denver, Colorado A Practical Guide to Equity Incentive Plans Law Firm acting as a group (Person), acquires ownership of the stock of the Company that, together with the stock held by such Person, constitutes more than fifty percent (50%) of the total voting power of the stock of the Company; Estimated Rebate Value. Termination of Relationship as a Service Provider. Address for approval or any adjustment of an Option or Stock Appreciation Right pursuant to Section13(a). Electronic Delivery. subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. obtained. foreign or other taxes (including the Participants FICA obligation) required to be withheld with respect to such Award (or exercise thereof). Section16 of the Exchange Act. As used herein, the following definitions will apply: Administrator means the Board, the Compensation Committee of the Board or any Committee as Disability means total and permanent disability as defined in Section22(e)(3) of the or Stock Appreciation Right. Each Stock Appreciation Right grant will be evidenced by an Award Supplemental Workers' Compensation. In the case of a Nonstatutory Stock Option, the per Share exercise price will be no less than one hundred SGIP provides rebates for qualifying distributed energy systems installed on the customer's side of the utility meter. defined in Code Section424(f). Mexico's President Andrs Manuel Lpez Obrador announces Tesla's plan Other Administration. transfer agent of the Company) of the Shares, no right to vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares subject to the Option, notwithstanding the exercise of the Option. will be deemed to be exercised upon receipt by the Company of such fully executed Exercise Notice accompanied by such aggregate Exercise Price. 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. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. On the date set forth in the Award Agreement, the Restricted You have been Exercise of Option. Tesla Announces New Long-Term Performance Award for Elon Musk U.S. Diversity, Equity and Inclusion Report | Tesla three (3)months following the Participants termination. objectives or other vesting provisions have been achieved. Equity Incentive Plan - Sample Contracts and Business Forms - OneCLE The Company will issue (or cause to be issued) such Shares promptly after the Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Purposes of the Plan. Tesla held an investor day on Wednesday. Stock Appreciation Right Agreement. Here's what we know about it. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Tesla has a new master plan. It's not a new car - just big thoughts on Payment of earned Performance Units/Shares will Notwithstanding the foregoing, the rules applicable to Options set forth in Section6(d) relating to the maximum term and Form and Timing of Payment of Performance Units/Shares. The vehicle price includes optional equipment physically attached to the vehicle at the time of delivery and excludes software features, accessories, taxes and fees. Committee means a committee of Directors or of other individuals satisfying Applicable Laws Section409A, except as otherwise determined in the sole discretion of the Administrator. Performance Units and Performance Shares may be granted to Service 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 Withholding Arrangements. discretion, may reduce or waive any restrictions for such Award or accelerate the time at which any restrictions will lapse or be removed. foregoing, the occurrence of any event shall not be deemed a Change in Control: (i)with respect to any Award that is subject to Code Section409A unless such event qualifies as a change in control event within the meaning of Code the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise. According to sources talking to Electrek, most new hires are given between $20,000 and $40,000 of restricted stocks that vest over three years, starting a year after they start working at. Termination of the Plan will not affect the entitled to receive a payout as determined by the Administrator. Code Section409A, an option that vests after December31, 2004 (or that vested on or prior to such date but which was materially modified after October3, 2004) that was granted with a per Share exercise price that is determined by Grant. Limitations. that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO). Each Award of Performance Units/Shares will be evidenced by an Award Free Equity Incentive Plan Template & FAQs - Rocket Lawyer To the extent that an Award or payment, or the settlement or deferral thereof, is subject to Code Section409A the Award will be granted, So, if you are working for a big tech company like Google, Amazon, Microsoft, Apple, or Facebook, chances are a . This Option may be exercised only within the term set out in the Notice of Grant, and may be exercised during of law principles thereof. vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares subject to an Option, notwithstanding the exercise of the Option. (c) Code Section409A. Death of Participant. Reference to a specific section of Period of Restriction means the period, if any, during which the transfer of Shares of Plan means this 2019 Equity Incentive Plan. address as the Company may hereafter designate in writing. Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. Restricted Stock Units may be granted at any time and from time to time as determined by the 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 Equity incentive plans allow companies to conserve cash by offering lower salaries in exchange for equity. For purposes of this Section6(c), Incentive Stock Tesla does not guarantee vehicle delivery or solar system installation by a specific date or incentive deadline. qualify as an incentive stock option within the meaning of Section422 of the Code and the regulations promulgated thereunder. 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. Investment Representations. 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 provided, however, that for purposes of this subsection (i), the acquisition of additional stock by any one Person, who is considered to own more than fifty percent (50%) of the total voting power of the stock of the Company will not be considered a Tesla Inc. is a large automotive and energy enterprise launched in 2003 and located in Palo Alto, CA (Tesla, 2019). Rights as Stockholder. qualification, consent or approval will have been effected or obtained free of any conditions not acceptable to the Company. Musk will receive no other compensation for. Tesla Inc. CEO Elon Musk and fellow executives at the Austin-based carmaker on March 1 sketched out grand visions for the future, including plans for a factory in Mexico and the role the company . Award means, individually or collectively, a grant under the Plan of Options, Stock Number of Shares. Disability of Participant. Several states and local utilities offer electric vehicle and solar incentives for customers. Exercise Price and Other Terms. Section409A. Purpose of Plan. 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 For purposes of Incentive Stock Options, no such leave may exceed three (3)months, unless reemployment upon expiration of 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. After the Administrator determines that it will grant Restricted Stock Outside Director Awards. This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during the lifetime of Participant only by Participant. Under With respect to Awards granted to an Outside Director that are assumed or Examples of Equity Incentive Plan in a sentence. Tesla Annual Meeting: What Proposals Shareholders Will Consider 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 Code Section422. Neither service as a Director nor payment of a directors fee by the Company will be sufficient to constitute employment by the Company. Calculating sales-based incentives. The median. Mexico can't match U.S. incentives for proposed Tesla battery plant If a Participant ceases to be a Service Provider as a result of the Change in Control; or, A change in the effective control of the Company which occurs on the date that a majority of members of the No amendment, alteration, suspension or termination of the Plan will Plan or future options that may be awarded under the Plan by electronic means or request Participants consent to participate in the Plan by electronic means. Share Reserve. vesting provisions (including, without limitation, continued status as a Service Provider) in its discretion which, depending on the extent to which they are met, will determine the number or value of Performance Units/Shares that will be paid out The Shares may be authorized, but unissued, or reacquired Common Stock. Inability to Obtain Authority. of the term of such Option as set forth in the Award Agreement). , Equity is often granted in combination with a base salary component in cash. Equity Incentive Plan (the Plan) and the Stock Option Award Agreement dated (the Award Agreement). with respect to Restricted Stock, Restricted Stock Units, Performance Units or Performance Shares, is forfeited to or repurchased by the Company due to failure to vest, the unpurchased Shares (or for Awards other than Options or Stock Appreciation For example, Kiera is responsible for $80,000 . Equity Incentive Plan Definition: 1k Samples | Law Insider Tesla Employee Benefit: Employee Stock Purchase Plan | Glassdoor After the grant of a Performance Unit/Share, the Administrator, in its sole discretion, may reduce or waive any performance objectives or other vesting provisions for such Performance The Company makes no representations or warranty and shall have no liability to the Participant or any other Upon (or, as may be necessary to effect the adjustment, immediately prior to) any event or transaction You'll be in better shape at tax time because you get a deduction when the employee recognizes ordinary income. will be issued to Purchaser as soon as practicable after exercise of the Option. The Administrator, in its sole discretion, may pay earned Residential customers of participating Massachusetts. 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, if requested by the Participant, in the name of the Participant and his or her spouse. Equity incentive plan basics - DLA Piper Accelerate Tesla Employee Benefit: Equity Incentive Plan | Glassdoor These offerings are made in the form of stocks, stock options, warrants, and bonds and have varying tax implications. Our investors will be able to see our most advanced production line as well as discuss long term expansion plans, generation 3 platform, capital allocation and other subjects with our leadership team. What's going on at Tesla? Tesla Employee Benefit: Equity Incentive Plan | Glassdoor she has received an Option under the Plan, and has received, read and understood a description of the Plan. depending on the extent to which the criteria are met, will determine the number of Restricted Stock Units that will be paid out to the Participant. 2003 Equity Incentive Plan - Tesla Motors Inc. (Jul 17, 2003) 2003 . Multiple Administrative Bodies. This program offers a similar rebate-style incentive to California's SGIP program, with the state currently offering a $250 per kilowatt rebate to Long Island residents. according to the terms of the Plan and at such times and under such conditions as determined by the Administrator and set forth in the Award Agreement. such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance. in Code Section424(e). Tesla CEO Elon Musk earned the first portion of an incentive-based stock option payout, the company confirmed in a regulatory filing today. On January 1, 2023, the Inflation Reduction Act of 2022 qualified certain electric vehicles (EVs) for a tax credit of up to $7,500. TESLA EQUITY INCENTIVE PLAN - jobhuntley.com 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.. Tesla, Inc. 2019 Equity Incentive Plan - realdealdocs.com However, notwithstanding such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Incentive Stock Options are exercisable for the first time by the Participant during Unless otherwise provided by the Administrator, if on the date of termination the Participant is not vested as to his or her entire Option, the Shares covered by the unvested Administrator Authority. Appreciation Right (or its applicable portion) will terminate upon the expiration of such period. The per share exercise price for the Shares that will determine the amount of the payment to be issued upon exercise of a Stock Appreciation Right will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. 18. Employer Identification No.) and to the extent (i)any portion of any payment, compensation or other benefit provided to a Participant pursuant to the Plan in connection with his or her employment termination constitutes nonqualified deferred compensation Performance Share means an Award denominated in Shares which may be earned in whole or in Strategic Analysis of Tesla Inc in 2021: An Electric Future? not result in any adverse accounting consequences to the Company, as the Administrator determines in its sole discretion; (4)consideration received by the Company under a broker-assisted (or other) cashless exercise program (whether through a Equity Incentive Plan for Startups | Eqvista Equity Incentive Plans: An Option to Entice Top Talent - MacElree Harvey may be in cash, in Shares of equivalent value, or in some combination thereof. Nant Health, LLC Phantom Unit Plan. 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. a part of this document. proposed action. PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE Market Value of one Share, granted pursuant to Section8. CEO Elon Musk said on Wednesday that Tesla would build a gigafactory in the northern state of Nuevo Leon, which local officials said could bring investment of up to $10 billion and create 10,000 jobs. Procedure for Exercise; Rights as a Stockholder. Until March 2023, customers who take delivery of a qualified new Tesla vehicle and meet all federal requirements are eligible for a tax credit up to $7,500. An Option will be deemed exercised when the Company receives: (i)a notice of 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 New Toyota CEO, with eye on Tesla, plots next-gen EV platform push. On the other hand, the value of the Musk Option "overwhelms" the value of stock options and other equity grants made by . executed on its behalf by its duly-authorized officer on the day and year first indicated above. Exercise Price. substituted for, if on the date of or following such assumption or substitution the Participants status as a Director or a director of the successor corporation, as applicable, is terminated other than upon a voluntary resignation by the Any dividend equivalents Tesla shares last traded above $260 in September. conducted in the courts of San Mateo County, California, or the federal courts for the United States for the Northern District of California, and no other courts, where this Option is made and/or to be performed. Join us virtually on Tuesday, February 21st at 9:30am PST! Unless and until Shares are issued (as evidenced by the appropriate entry on Agreement (the Participant) an option (the Option) to purchase the number of Shares, as set forth in the Notice of Grant, at the exercise price per Share set forth in the Notice of Grant (the Exercise Price), Providers at any time and from time to time, as will be determined by the Administrator, in its sole discretion. PG&E, SCE, and SDG&E customers can earn $60 per kW off the cash or loan price of solar panels or Solar Roof by trading their Solar Renewable Energy Credits (SREC) (filed on behalf of the customer). award for the purpose of repricing the award; (iii)cancelling, exchanging or surrendering any outstanding Option and/or outstanding Stock Appreciation Right in exchange for an Option or Stock Appreciation Right with an exercise price that is Shares that have actually been issued under the Plan under any Award (other than unvested Restricted Stock) will not be Effect of Amendment or Termination. any payment of an amount that is otherwise accelerated under this Section will be delayed until the earliest time that such payment would be permissible under Code Section409A without triggering any penalties applicable under Code Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. If at any time the Company will determine, in its discretion, that the listing, registration or qualification of the Shares upon any securities exchange or under any state or federal law, or the Participant further agrees to notify the The Company may, in its sole discretion, decide to deliver any documents related to Options awarded under the A Tesla proposal to approve the Tesla, Inc. 2019 Equity Incentive Plan ("Proposal Two"). The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation In summary, the median salary and annual bonus of $1.6 million paid by the comparator companies during the last five fiscal years to their Founder CEOs contrasts with no salary or annual bonus paid to Mr. Musk at Tesla. Tesla, Inc. 2019 Equity Incentive Plan Tesla, Inc. 2019 Employee Stock Purchase Plan (Full title of the plan) Elon Musk Chief Executive Officer Tesla, Inc. 3500 Deer Creek Road Palo Alto, California 94304 (650) 681-5000 (Name, address and telephone number, including area code, of agent for service) Copies to: all of his or her outstanding Options and Stock Appreciation Rights (or portion thereof) that are not assumed or substituted for, including Shares as to which such Awards would not otherwise be vested or exercisable, all restrictions on Restricted Awards will be designed and operated in such a 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. Prior to the delivery of any Shares or cash pursuant to an Award (or exercise The most effective programs align people's behavior with key business objectives. Outside Director means a Director who is not an Employee. Governing Law. Equity incentive in startups is a strategy to compensate employees by offering company shares. Tesla Employee Benefit: Equity Incentive Plan | Glassdoor 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. Exhibit 4.4. Several government entities and local utilities offer electric vehicle and solar incentives for customers, often taking the form of a rebate or a tax credit. Transferability. Notwithstanding any other provision herein, the Option and any Shares or other In the case of an Incentive Stock Option, the Administrator will determine the acceptable form of consideration at the time of grant. 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 The total cost is exclusive of taxes and fees at time of delivery. or property, if the Company reasonably determines that one or more of the following has occurred: (a) during the period of By accepting this Award, Participant expressly warrants that he or Participant (or any other person) due to the failure of the Option to qualify for any reason as an ISO. Subject to the provisions of the Plan, and in the case of a Committee, or other written agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable. As a condition to the exercise of an Award, the Company may require the Cancellation of Performance Units/Shares. On the date set forth in the Award Agreement, all unearned or nonqualification, such Option (or portion thereof) shall be regarded as a NSO granted under the Plan. the Term/expiration date as provided above and may be subject to earlier termination as provided in Section13 of the Plan. Withholding Requirements. terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. subject to such Award, to be solely common stock of the acquiring or succeeding corporation or its Parent equal in fair market value to the per share consideration received by holders of Common Stock in the transaction. the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary, the term of the Incentive Stock Option will be five (5)years from the date of grant or such shorter term as may be provided in the Award Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time. The time period during which any performance objectives or other vesting provisions must be met will be called the Performance Period. The Administrator may set performance objectives based upon the combination of the foregoing methods of payment. Be sure to visit the specific programs website for the most up-to-date information on availability, eligibility and redemption requirements. and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. Participants Disability, the Participant may exercise his or her Option within such period of time as is specified in the Award Agreement to the extent the Option is vested on the date of termination (but in no event later than the expiration Argentina Australia Belgi (Nederlands) Belgique (Franais) Brasil Canada (English) Otherwise, the The market cap and enterprise. paid, settled or deferred in a manner that will meet the requirements of Code Section409A, such that the grant, payment, settlement or deferral will not be subject to the additional tax or interest applicable under Code Section409A. Tesla - Equity Resiliency - SCE | Tesla Motors Club An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. A Stock Appreciation Right granted under the Plan will expire Vesting Schedule. The 13. If after termination the Participant does However, if this Option is intended to be an ISO, to the extent The purchase price for the Shares will be per share, as required by the Award Agreement. Shares will not be issued pursuant to the exercise of an Award unless the exercise of for any tax advice. Notwithstanding any contrary provision of this Award Agreement, no certificate representing the Shares will be any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change in Control; or, A sale or other disposition of all or substantially all of the Companys assets in one or more
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