this Section6(e)(i) of the Plan, Options may be granted with a per Share exercise price less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant pursuant to a transaction described in, and in a manner Different Committees with respect to different groups of Service pursuant to Section9 is designated as a Stock Appreciation Right. terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. Neither the Plan nor any Award will confer upon a Participant any or a Nonstatutory Stock Option. will be deemed achieved at one hundred percent (100%) of target levels and all other terms and conditions met, unless specifically provided otherwise under the applicable Award Agreement or other written agreement between the Participant and the Incentive schemes often consist of a few key elements: A goal or series of goals. 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 it may specify from time to time, may permit a Participant to satisfy such tax withholding obligation, in whole or in part by (without limitation)(i) paying cash, (ii)electing to have the Company withhold otherwise deliverable cash or Tesla stock slumped as much as 8% on Thursday as investors appeared disappointed by a lack of details from CEO Elon Musk about new models, including Musk's previously stated goal of a $25,000 car, during the company's "Master Plan Part 3" presentation. 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 such leave is guaranteed by statute or contract. 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. Until the Shares are issued (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), no right to Background of company stock units, RSUs and RSAs. Further, if for any reason this Option (or portion thereof) will not qualify as an ISO, then, to the extent of such If a Participant ceases to be a Service Provider as a result of the Purposes of the Plan. Neither service as a Director nor payment of a directors fee by the Company will be sufficient to constitute employment by the Company. any restriction or limitation regarding any Award or the Shares relating thereto, based in each case on such factors as the Administrator will determine; to construe and interpret the terms of the Plan and Awards granted pursuant to the Plan; to prescribe, amend and rescind rules and regulations relating to the Plan, including rules and regulations PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE $5,800. 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. Equity compensation continues to be a popular strategy for companies to attract highly qualified candidates, boost employee engagement, and secure tax savings. Based on terms in the filings, Musk will receive the . Performance Unit/Share Agreement. (a) Right to Exercise. Form and Timing of Payment. Shares used to pay the exercise price of an Award or to satisfy the tax withholding obligations related to an Award will not become available for future grant 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, Grant of Options. Limitations. Units under the Plan, it will advise the Participant in an Award Agreement of the terms, conditions, and restrictions related to the grant, including the number of Restricted Stock Units. person exercising such Award to represent and warrant at the time of any such exercise that the Shares are being purchased only for investment and without any present intention to sell or distribute such Shares if, in the opinion of counsel for the Participants acceptance of this Award Agreement either electronically through the electronic acceptance procedure established by the Company or through a written acceptance delivered to the Company in a form satisfactory to the Company, Share Reserve. 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 3500 Deer Creek Road Palo Alto, California 94304 (Address of principal executive offices) (Zip Code) (650) 681-5000 will have been issued, recorded on the records of the Company or its transfer agents or registrars, and delivered to Participant. into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the Company. Exercise Price. with respect to voting such Shares and receipt of dividends and distributions on such Shares. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Exercise of Option. 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. Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. Unless determined otherwise by the Administrator, an Award may not be sold, Entergy offers a cash incentive of $250 for a residential Level 2 EV charger. 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 Market Value of one Share, granted pursuant to Section8. For the best experience, we recommend upgrading or changing your web browser. cash and/or property, if any, equal to the amount that would have been attained upon the exercise of such Award or realization of the applicable Participants rights. the Code or regulation thereunder shall include such section or regulation, any valid regulation promulgated under such section, and any comparable provision of any future legislation or regulation amending, supplementing or superseding such section Grant of Performance Units/Shares. Return of Restricted Stock to Company. 16. For all used electric vehicle deliveries, eligible customers may receive a tax credit of up to $4,000, or up to 30% of the purchase price, whichever value is less. the Fair Market Value of a Share will be the mean between the high bid and low asked prices for the Common Stock on the day of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable; 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 PSAV Holdings LLC 2014 Management Incentive Plan (Profits . necessary and desirable to comply with Applicable Laws. 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. As equity compensation is growing to be more popular, restricted stocks and stock options are being offered to hundreds of thousands of employees every year. 4. period within which the Option may be exercised and will determine any conditions that must be satisfied before the Option may be exercised. Participant expressly warrants that he or she is not accepting this Award Agreement in reliance on any promises, representations, or inducements other than those contained herein. Shares having a Fair Market Value equal to the amount required to be withheld, (iii)delivering to the Company already-owned Shares having a Fair Market Value equal to the amount required to be withheld, or (iv)selling a sufficient number 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. Board is replaced during any twelve (12)month period by Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. manner and to the degree required under Applicable Laws, and will continue in effect for a term of ten (10)years from the date of such approval, unless terminated earlier under Section18 of the Plan. 7. portion of the Option will revert to the Plan. TESLA, INC. 2019 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the "Plan") will have the same defined meanings in this Stock Option Award Agreement (the "Award Agreement"). Notwithstanding the generality of the foregoing, in the event of a merger, consolidation or similar transaction directly or indirectly Except Term of Option. 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 See More. 3. (b) Notice of Retirement Plan. As a condition to the exercise of an Award, the Company may require the Additional Conditions to Issuance of Stock. 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 address as the Company may hereafter designate in writing. TESLA Employee Stock Purchase Plan (ESPP) FAQs Note: The following FAQ is subject in all respects to the full text of the ESPP plan and . Musk won't get the. other such incentives. withheld. 1. Additional $1,000 available for low income applicants. Tesla, Inc. (Exact name of registrant as specified in its charter) Delaware 91-2197729 (State or other jurisdiction of incorporation or organization) (I.R.S. 9. Restricted Stock Unit means a bookkeeping entry representing an amount equal to the Fair transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid, and if such Shares of Restricted Stock are forfeited to the Company, such dividends or other distributions shall also be forfeited. respect to such Exercised Shares. Stock Subject to the Plan. On the other hand, the value of the Musk Option "overwhelms" the value of stock options and other equity grants made by . Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. 3. Argentina Australia Belgi (Nederlands) Belgique (Franais) Brasil Canada (English) Appreciation Rights granted to any Service Provider. 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), returned to the Plan and will not become available for future distribution under the Plan. Awards will be designed and operated in such a Method of Payment. Notwithstanding any other provision herein, the Option and any Shares or other Repricing means any of the following actions taken by the Administrator: (i)lowering The Board may at any time amend, alter, suspend or terminate the Plan But this incentive won't last forever-as of early 2021, 70% of the funds were already committed. No Awards shall be granted pursuant to the Plan after such Plan termination or This Award Agreement will be governed by the laws of the State of California, without giving effect to the conflict The purchase price for the Shares will be per share, as required by the Award Agreement. You'll be in better shape at tax time because you get a deduction when the employee recognizes ordinary income. TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. if at the time of death Participant is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option will immediately revert to the Plan. Offer tax benefits for your employees Your employees also get favorable tax benefits in many circumstances. TESLA, INC. 2019 EQUITY INCENTIVE PLAN. Grant of Stock Appreciation Rights. Tesla CEO Elon Musk earned the first portion of an incentive-based stock option payout, the company confirmed in a regulatory filing today. Limitations on AGI and price caps are outlined below. Consultant means any person, including an advisor, engaged by the Company or a Parent or The vehicle price includes optional equipment physically attached to the vehicle at the time of delivery and excludes software features, accessories, taxes and fees. Options will be taken into account in the order in which they were granted, the Fair Market Value of the Shares will be determined as of the time the Option with respect to such Shares is granted and calculation will be performed in accordance with Stock, Restricted Stock Units, Performance Shares and Performance Units (or portions thereof) not assumed or substituted for will lapse, and, with respect to Awards with performance-based vesting (or portions thereof) not assumed or substituted for, if requested by the Participant, in the name of the Participant and his or her spouse. In the absence of an established market for the Common Stock, the Fair Market Value will be determined in good part upon attainment of performance goals or other vesting criteria as the Administrator may determine pursuant to Section10. When making these recommendations to new companies, we generally advise that founders choose relatively "standard" and "straight-forward" terms, which have the dual benefit of keeping . Stock Appreciation Right means an Award, granted alone or in connection with an Option, that An Option will be deemed exercised when the Company receives: (i)a notice of This is the strategic analysis of the management and company targets of Tesla in 2021 and the years before. thereof) or such earlier time as any tax withholding obligations are due, the Company will have the power and the right to deduct or withhold, or require a Participant to remit to the Company, an amount sufficient to satisfy federal, state, local, Amendment, Suspension or Termination of the Plan. Section16 of the Exchange Act. Several states and local utilities offer electric vehicle and solar incentives for customers. Fully subscribed. Energy storage paired with solar systems are considered qualified expenditures eligible for the tax credit. or property, if the Company reasonably determines that one or more of the following has occurred: (a) during the period of The Shares may be authorized, but unissued, or reacquired Common Stock. To the extent determined appropriate by the Company in its discretion, it will have the right (but not the obligation) to satisfy any tax withholding obligations by reducing the number of Shares otherwise deliverable to For the full list of the current requirements, review the IRS website. Be sure to visit the specific programs website for the most up-to-date information on availability, eligibility and redemption requirements. The purposes of this Plan are: to attract and retain the best available personnel to ensure the Company's success and accomplish the Company's goals, An incentive a reward for . Disqualifying Disposition of ISO Shares. determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions, if any, on such Shares have lapsed. to the Participant with respect to the Award on the date that the amount of tax to be withheld is to be determined. Fair Market Value means, as of any date, the value of Common Stock determined as follows: If the Common Stock is listed on any established stock exchange or a national market system, including without Types of Awards. 2003 Equity Incentive Plan - Tesla Motors Inc. (Jul 17, 2003) 2003 . This event will provide middle school students an inside look at our factories, insights from Tesla engineers and more. The CPUC's Self-Generation Incentive Program (SGIP) provides incentives to support existing, new, and emerging distributed energy resources. Incentive Stock Option means an Option that by its terms qualifies and is intended to However, all such dividends or distributions, whether paid in Shares or cash, will be subject to the same restrictions on Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. Nant Health, LLC Phantom Unit Plan. We recommend speaking with a tax professional for guidance. Certain Participants and any Awards held by them may be subject to any clawback This agreement is governed by the internal substantive (b) Method of Exercise. withholding by the Company on the compensation income recognized by Participant. Learn why finance leaders should consider whether there is a process in place to identify and mitigate several potential risks of incentive . may be subject to such Stock Appreciation Rights. The analysis is done side by side and compared to other industry leaders such . Restricted Stock are subject to restrictions and therefore, the Shares are subject to a substantial risk of forfeiture. An Option may not be exercised for a fraction of a Share. Administrator in accordance with the terms and conditions of the Plan. Amendment and Termination. 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 Legal Compliance. Expiration of Stock Appreciation Rights. Transferability. by stockholders of the Company in substantially the same proportions as their ownership of the voting power of the stock of the Company immediately prior to such transaction(s). If the Administrator makes executed on its behalf by its duly-authorized officer on the day and year first indicated above. This Award Agreement constitutes the entire understanding of the parties on the subjects covered. 13. the balance, of the unvested Option at any time, subject to the terms of the Plan. Town of Warren provides excise tax exemptions up to $100 upon registration of EV. other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of of law principles thereof. 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 forfeited to the Company. holders of a majority of the outstanding Shares); provided, however, that if such consideration received in such transaction is not solely common stock of the acquiring or succeeding corporation or its Parent, the Administrator may, with the consent 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 Approximate incentive is per Powerwall (up to 2) by step (updated December 2021). Department. New Toyota CEO, with eye on Tesla, plots next-gen EV platform push. Voting Rights as a Stockholder. will be deemed to be exercised upon receipt by the Company of such fully executed Exercise Notice accompanied by such aggregate Exercise Price. Qualifying technologies include wind turbines, waste heat to power technologies . Stage. Payment of earned Performance Units/Shares will (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 Option is exercised. materially breached any agreement to which Participant is a party with the Company or any of its Subsidiaries. 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. Participant agrees that Participant may be subject to income tax dividend equivalent rights shall be paid or accrued on Stock Appreciation Rights. Rights as a Stockholder. The Administrator, in its sole discretion and pursuant to such procedures as 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. Notwithstanding anything to the contrary in the Plan or this Award Agreement, the Company reserves the right to revise this Award Agreement as it deems necessary or of the term of such Option as set forth in the Award Agreement). These awards can represent a significant part of your total compensationand should be taken into consideration as you build your overall financial plan. 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. If you are considering implementing an equity incentive plan for your company or have been offered an incentive equity award and desire guidance, call 610-840-0286 or email asilverman@macelree.com. Payment of earned Restricted Stock Units will be made as soon as practicable qualify as an incentive stock option within the meaning of Section422 of the Code and the regulations promulgated thereunder. 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 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 However, various legal and business considerations, including important tax considerations, are critical when determining the best plan and structure for a particular company. withholding to be paid in connection with the exercise of the Option. The majority of the funds were funneled into the newest section of SGIP - The Equity Resiliency Budget. In addition, Shares issued in connection with awards that are assumed, converted or substituted pursuant to a merger, acquisition or similar transaction forfeited to the Company, such dividend equivalents shall also be forfeited. (a) Withholding Taxes. Each Option will be designated in the Award Agreement as either an Incentive Stock Option The Administrators decisions, determinations and Payment of the aggregate Exercise Price will be by any of the Unless the Administrator provides otherwise and except as For example, Kiera is responsible for $80,000 . Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. 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; or reducing the exercise price of an outstanding Option and/or outstanding Stock Appreciation Right, (ii)cancelling, exchanging or surrendering any outstanding Option and/or outstanding Stock Appreciation Right in exchange for cash or another Delek Logistics GP, LLC 2012 Long-Term Incentive Plan. Residential Federal Investment Tax Credit (ITC). Rights as Stockholder. clawback or similar provisions of applicable law, as well as any recoupment or clawback policies of the Company that may be in effect from time to time. consistent with, Code Section424(a). To the extent it has not been previously exercised, an Award will terminate immediately prior to the consummation of such
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