PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE Unless and until Shares are issued (as evidenced by the appropriate entry on Tesla Announces New Long-Term Performance Award for Elon Musk No amendment, alteration, suspension or termination of the Plan will Value of Performance Units/Shares. Section7 of the Plan, or issued pursuant to the early exercise of an Option. We look forward to sharing further progress in future reports as we continue to innovate and enhance our diversity, equity and inclusion practices. combination of the foregoing methods of payment. By accepting this Award, Participant expressly warrants that he or Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. Purposes of the Plan. The Administrator may After the Administrator determines that it will grant Restricted Stock Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same At the end of the 6-month period, the money . Parent means a parent corporation, whether now or hereafter existing, as defined Exercise Price and Other Terms. Most rebates can either be claimed after purchase or reflected as a reduction in the price of your purchase. To the extent desirable to qualify transactions exercise price will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. This agreement is governed by the internal substantive Companys goals, to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align their Period of Restriction means the period, if any, during which the transfer of Shares of the books of the Company or of a duly authorized transfer agent of the Company) in respect of exercised Stock Appreciation Rights, no right to vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares that LLC Long-Term Incentive Plan. In taking any of the actions permitted under this Section13(c), the Administrator will not be obligated to treat all 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 Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine in accordance with the terms and 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 Mar 02, 2023 Gwm.v Galway Metals Announces Adoption of Equity Incentive For purposes of this Section6(c), Incentive Stock 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. Types of Awards. Employee means any person, including Officers and Directors, employed by the Company or any 10. Plan means this 2019 Equity Incentive Plan. 2. It is intended that, if possible, any adjustments contemplated by the preceding clauses (i)and (ii) be 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. accordance with the following schedule: This Option will be exercisable for three (3)months after the Participant ceases to be a Service Provider, unless such termination is due 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 Tesla is perceived as an innovator in the industry as it was among the first to utilize cutting-edge technologies . If reemployment upon expiration of a leave of absence approved by the Company is not so guaranteed, then six (6)months following the first an Award transferable, such Award will not be transferable other than for no consideration, and will contain such additional terms and conditions as the Administrator deems appropriate. The date of grant of an Award will be, for all purposes, the date on which the Reduces employee turnover objectives or other vesting provisions have been achieved. Performance Units/Shares in the form of cash, in Shares (which have an aggregate Fair Market Value equal to the value of the earned Performance Units/Shares at the close of the applicable Performance Period) or in a combination thereof. Each Stock Appreciation Right grant will be evidenced by an Award Subject to the provisions of Section13 of the Plan, the maximum 6. The company specializes in the production of electric vehicles (EVs) and may be regarded as a pioneer in this niche. or regulation. (c) Code Section409A. They're often surprised to discover the nuanced . This Option defined meanings in this Stock Option Award Agreement (the Award Agreement). In the absence of a specified time in the Award Agreement, the Option will remain exercisable for July 26, 2021. Restricted Stock are subject to restrictions and therefore, the Shares are subject to a substantial risk of forfeiture. Subject to the limitation on the transferability of this grant contained herein, this Award Agreement will be Subject to the provisions of the Plan, and in the case of a Committee, In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following Participants death. may be subject to such Stock Appreciation Rights. Tesla, Inc. 2019 Equity Incentive Plan - realdealdocs.com (b) Notice of No Awards shall be granted pursuant to the Plan after such Plan termination or that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO). defined in Code Section424(f). So basically SCE's SGIP rebate is $1,000/KWh or $26,400 when the rebate should be $27,000. Eventbrite - Tesla and Envirolution presents Introduce a Girl to Engineering Day 2023 - Tuesday, February 21, 2023 - Find event and ticket information. Find state and local-specific incentives available in your area. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Subject to the terms and conditions of the Plan, a Stock qualify as an incentive stock option within the meaning of Section422 of the Code and the regulations promulgated thereunder. 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, Subsidiary to render services to such entity, as to whom the registration of an offer or sale of the Companys securities to such person pursuant to a Registration Statement on Form S-8 is available. On the date set forth in the Award Agreement, the Restricted SGIP provides rebates for qualifying distributed energy systems installed on the customer's side of the utility meter. with respect to voting such Shares and receipt of dividends and distributions on such Shares. Stock Appreciation Right means an Award, granted alone or in connection with an Option, that Expiration of Stock Appreciation Rights. Purchaser represents that Purchaser has consulted with any tax consultants Purchaser deems advisable in connection with the purchase or disposition of the Shares and that Purchaser is not relying on the Company Option will terminate, and the Shares covered by such Option will revert to the Plan. An incentive a reward for . Grant of Performance Units/Shares. conditions of the Plan. In addition, Shares repurchased by the Company with the proceeds of the exercise prices for any Options may not be reissued under the Plan. Unless determined otherwise by the Administrator, an Award may not be sold, 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. 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. 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. Prior to the delivery of any Shares or cash pursuant to an Award (or exercise Rights as Stockholder. 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. 12. this Award Agreement. AGI Limitations $300,000 for married couples filing jointly $225,000 for heads of households $150,000 for all other filers Price Caps discretionary authority to extend the post-termination exercisability period of Awards, subject to the no-Repricing provision below; to allow Participants to satisfy withholding tax obligations in such manner as prescribed in Section14 of To the extent it has not been previously exercised, an Award will terminate immediately prior to the consummation of such made in a manner that satisfies applicable legal, tax (including, without limitation and as applicable in the circumstances, Code Sections 424 and 409A) and accounting (so as to not trigger any charge to earnings with respect to such adjustment) less than the exercise price of the original award; and (iv)taking any other action under the Plan that constitutes a repricing under Applicable Laws; provided that a Repricing shall not include any action taken with stockholder Grant of Options. be subject to such Performance Units/Shares. Participant agrees that Participant may be subject to income tax Equity Incentive Plan Definition: 1k Samples | Law Insider Performance Unit means an Award which may be earned in whole or in part upon attainment of 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. Earning Restricted Stock Units. 5. That means there is over $1 billion in incentives available through SGIP . 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, other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of 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 Governing Law. Applicable Laws means the requirements relating to the administration of equity-based awards Restricted Stock means Shares issued pursuant to a Restricted Stock award under Definitions. 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 Stock Subject to the Plan. subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. Section409A, except as otherwise determined in the sole discretion of the Administrator. The bill would provide some of the most generous EV . of law principles thereof. 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 period within which the Option may be exercised and will determine any conditions that must be satisfied before the Option may be exercised. 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 On January 1, 2023, the Inflation Reduction Act of 2022 qualified certain electric vehicles (EVs) for a tax credit of up to $7,500. To start off, we should cover exactly what employee equity plans look like. 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 TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. 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. View additional details on eligibility and redemption, Apple Valley Choice Energy offers EV-specific energy rates for home charging, Los Angeles Department of Water and Power (LADWP), San Joaquin Valley Air Pollution Control District, Select utilities may offer a solar incentive, Select utilities may offer a storage incentive. If the Option is not so exercised within the time specified herein, the 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: Tesla Annual Meeting: What Proposals Shareholders Will Consider After such issuance, recordation and delivery, Participant will have all the rights of a stockholder of the Company Overview of Equity Incentive Compensation for Startups and Early Stage EV's with an AFV license plate are eligible for toll-free, EV owners are also eligible for a number of other. 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. 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 The Discount Option may also result in In 2018, the Tesla board fashioned a 10-year pay plan for founder and CEO Elon Musk that so far stands as the most successful long-term compensation blueprint in history. terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. For example, some programs have an allocated budget or submission deadline after which the program will end. Option is exercised. Neither service as a Director nor payment of a directors fee by the Company will be sufficient to constitute employment by the Company. , the undersigned (Purchaser) hereby elects to purchase Certain Participants and any Awards held by them may be subject to any clawback Employee Stock Purchase Plan - ESPP: An employee stock purchase plan (ESPP) is a company-run program in which participati Restricted Stock Agreement. hereunder. Option. Participant agrees that if the IRS determines that the Option was granted with a per Share exercise price that was less than the Fair Market Value of a Share on the date of grant, requirements. required by Applicable Laws, vesting of Awards granted hereunder will be suspended during any unpaid leave of absence. Tesla held an investor day on Wednesday. Award previously granted by the Administrator; to allow a Participant to defer the receipt of the payment of cash or the delivery of Shares that would Free Equity Incentive Plan Template & FAQs - Rocket Lawyer If the Administrator makes Benefits plan As a rule of thumb, the base salary constitutes 30% of total compensation, the annual incentive another 20%, the benefits about 10% and long-term incentives or the wealth creation portion of the compensation about 40%. Incentive Programs: How to Develop an Incentive Plan for Your Business Rule 16b-3. RESTRICTED STOCK UNIT AGREEMENT. Notwithstanding any other provision herein, the Option and any Shares or other Section16 of the Exchange Act. and Purchaser with respect to the subject matter hereof, and may not be modified adversely to the Purchasers interest except by means of a writing signed by the Company and Purchaser. EV tax credits: Manchin a no on Build Back Better bill, putting $12,500 These offerings are made in the form of stocks, stock options, warrants, and bonds and have varying tax implications. issued to Participant, unless and until satisfactory arrangements (as determined by the Administrator) will have been made by Participant with respect to the payment of income, employment and other taxes which the Company determines must be withheld Dividends and Other Distributions. Market Value of a Share on the Date of Grant in a later examination. portion of the Option will revert to the Plan. (Tesla's proxy statements indicate that Mr. Musk was provided an annual salary in the range of $33,000 to $50,000 during that five-year periodapparently to comply with minimum wage requirements under California law. Lpez Obrador said Mexico wouldn't match any U.S. subsidies to win the Tesla plant, referring to U.S. incentives under the 2022 Inflation Reduction Act. Rights as a Stockholder. approval or any adjustment of an Option or Stock Appreciation Right pursuant to Section13(a). Payment of earned Performance Units/Shares will Subject to Section18 of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms Any dividend equivalents Private equity: Incentivizing management in a seller's market granted to any Employee other than an Employee described in paragraph (A)immediately above, the per Share 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 withholding to be paid in connection with the exercise of the Option. During any Period of Restriction, Service Providers holding Shares of interpretations will be final and binding on all Participants and any other holders of Awards and will be given the maximum deference permitted by Applicable Laws. Award means, individually or collectively, a grant under the Plan of Options, Stock Forfeiture Events. The vehicle price includes optional equipment physically attached to the vehicle at the time of delivery and excludes software features, accessories, taxes and fees. Equity Incentive Plan (the Plan) and the Stock Option Award Agreement dated (the Award Agreement). Except as otherwise provided in this Section7, Shares of Restricted Stock TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. All actions taken and all interpretations and determinations made by the Administrator in good faith will be final and binding upon Tesla Employee Benefit: Equity Incentive Plan | Glassdoor The Exercise Notice will be accompanied by payment of the aggregate Exercise Price as to all Exercised Shares together with any applicable tax withholding. Recoupment. Tesla, Inc. 2019 Equity Incentive Plan Restricted Stock Unit Agreement 19. service (as determined under Code Section409A) (the New Payment Date), except as Code Section409A may then permit. 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. 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. Legal Compliance. Shares that have actually been issued under the Plan under any Award (other than unvested Restricted Stock) will not be 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 Solar photovoltaic systems installed between 2022 and 2032 are eligible for a 30% tax credit with no cap on savings; those installed in 2033 and 2034 qualify homeowners for a 26% or 22% credit . No member of the Administrator will be personally liable for any action, determination or interpretation made in good faith with respect to the Plan or this Award Agreement. The purposes of the [ Current Year ] Equity Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company's business. If an Award expires or becomes unexercisable without having been exercised in full or, 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. 1. than ten percent (10%) of the voting power of all classes of stock of the Company or any Parent or Subsidiary, the per Share exercise price will be no less than one hundred ten percent (110%) of the Fair Market Value per Share on the date of grant. Additional Conditions to Issuance of Stock. This Option may be exercised only within the term set out in the Notice of Grant, and may be exercised during Amendment and Termination. Investor Day streaming live on Twitter & YouTube at 3pm CT tomorrow . Section409A. Different Committees with respect to different groups of Service of the acquiring or succeeding corporation, provide for the consideration to be received upon the exercise of an Option or Stock Appreciation Right or upon the payout of a Restricted Stock Unit, Performance Unit or Performance Share, for each Share 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.