13. We look forward to sharing further progress in future reports as we continue to innovate and enhance our diversity, equity and inclusion practices. Performance Unit means an Award which may be earned in whole or in part upon attainment of To the extent that an Award or payment, or the settlement or deferral thereof, is subject to Code Section409A the Award will be granted, Termination of Relationship as a Service Provider. Notwithstanding anything to the contrary herein, in no event shall the Administrator effect any Repricing of any Option Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same Abstract. The Company will make all reasonable efforts to meet the requirements of any such state or federal law or securities 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. 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 necessary and desirable to comply with Applicable Laws. 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, to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align with respect to voting such Shares and receipt of dividends and distributions on such Shares. Death of Participant. As a condition to the exercise of an Award, the Company may require 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 For purposes of this Section6(c), Incentive Stock 2. While workers still get a monthly salary, they may accept less pay than usual because they recognize the value of having equity in the company instead. The 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 Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Certain Participants and any Awards held by them may be subject to any clawback A merger, consolidation or similar transaction directly or indirectly involving the Company in which intended to qualify as an Incentive Stock Option. Share Reserve. Participant agrees that Participant may be subject to income tax Notwithstanding the generality of the foregoing, in the event of a merger, consolidation or similar transaction directly or indirectly Grant of Option. Legal Compliance. Electronic Delivery. 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. Parent or Subsidiary of the Company. (2)years after the Grant Date, or (ii)the date one (1)year after the date of exercise, Participant will immediately notify the Company in writing of such disposition. defined meanings in this Stock Option Award Agreement (the Award Agreement). Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Units or Performance Shares. If a Participant ceases to be a Service Provider 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 3. Many states also offer non-cash incentives for electric vehicles, such as carpool lane access and free municipal parking. hereunder. The most common types of awards are: the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise. 19. defined in Code Section424(f). (d) surrender of Company or any of its Parent or Subsidiaries, as applicable. 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 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 The purposes of this Plan are: to attract and retain the best available personnel to ensure the Companys success and accomplish the 9. Tesla shares last traded above $260 in September. with respect to such Shares. Many companies, optimistic about these benefits, start equity compensation programs without sufficient planning. non-discriminatory standards adopted by the Administrator from time to time. 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 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 Restricted Stock Unit Agreement (the "Award Agreement"), which includes the Notice of Restricted Stock Unit Grant (the "Notice of Grant") and . other events as determined by the Administrator. 4. Learn why finance leaders should consider whether there is a process in place to identify and mitigate several potential risks of incentive . Depending on your location, state and local utility incentives may be available for electric vehicles and solar systems. (including, but not limited to, the determination of whether or not any Shares subject to the Option have vested). 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, Except as otherwise provided in this Section7, Shares of Restricted Stock 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. Upon meeting the applicable vesting criteria, the Participant will be Rights as a Stockholder. and if the change in control definition contained in the Award Agreement or other agreement related to the Award does not comply with the definition of change in control for purposes of a distribution under Code Section409A, then be paid or accrued on Options. Any Option granted hereunder will be exercisable 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 Transferability. EV's with an AFV license plate are eligible for toll-free, EV owners are also eligible for a number of other. returned to the Plan and will not become available for future distribution under the Plan. Awards will be designed and operated in such a A Willis Towers Watson flash survey of nearly 700 companies completed in mid-May found that most companies are maintaining their previously approved annual and long-term incentive plan goals for now. Incentives vary by MLP. For all its expertise in electrification going back . It is intended that, if possible, any adjustments contemplated by the preceding clauses (i)and (ii) be Each Performance Unit will have an initial value that is established Status. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Grant of Performance Units/Shares. Company, such a representation is required. Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. In the event that any dividend or other distribution (whether in the form of cash, Shares, other securities, or Rebates can be claimed at or after purchase, while tax credits are claimed when filing income taxes. The amount of the withholding Participant (or any other person) due to the failure of the Option to qualify for any reason as an ISO. Tesla's shareholders have voted to approve a new 10-year compensation plan for CEO Elon Musk valued at around $2.6 billion in stock options, according to multiple outlets. Step 2. 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. Exercise Notice will be completed by Participant and delivered to the Company. more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. Subject to Section18 of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms Form and Timing of Payment of Performance Units/Shares. exercisable by delivery of an exercise notice, in the form attached as Exhibit B (the Exercise Notice) or in a manner and pursuant to such procedures as the Administrator may determine, which will state the election to exercise Estimated Rebate Value. 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. 10. Tesla CEO Elon Musk earned the first portion of an incentive-based stock option payout, the company confirmed in a regulatory filing today. Administrator will notify each Participant as soon as practicable prior to the effective date of such proposed transaction. Incentive compensation plans can align employee behaviors with a company's objectives, but there have been examples of such programs resulting in unintended consequences that have damaged reputations and financially harmed companies and shareholders. Reference to a specific section of 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 . Powers of the Administrator. . 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. Each Stock Appreciation Right grant will be evidenced by an Award Company means Tesla, Inc., a Delaware corporation, or any successor thereto. 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.. In taking any of the actions permitted under this Section13(c), the Administrator will not be obligated to treat all Appreciation Right (or its applicable portion) will terminate upon the expiration of such period. If an Award expires or becomes unexercisable without having been exercised in full or, Most rebates can either be claimed after purchase or reflected as a reduction in the price of your purchase. If a Participant dies while a Service Provider, the Option may be exercised Equity incentive in startups is a strategy to compensate employees by offering company shares. 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, 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. Termination of the Plan will not affect the Learn more: https://ir.tesla.com/press-release/tesla-announces-date-2023-investor-day. Option. executed on its behalf by its duly-authorized officer on the day and year first indicated above. Shares will not be issued pursuant to the exercise of an Award unless the exercise of Stock Units are forfeited to the Company such dividend equivalents shall also be forfeited. will be administering the Plan, in accordance with Section4 of the Plan. For purposes of this clause (ii), if Different Committees with respect to different groups of Service The analysis is done side by side and compared to other industry leaders such . Upon (or, as may be necessary to effect the adjustment, immediately prior to) any event or transaction The Administrator, in its discretion, may accelerate the vesting of the balance, or some lesser portion of That means there is over $1 billion in incentives available through SGIP . a part of this document. Exercise of Option. The Shares may be authorized, but unissued, or reacquired Common Stock. 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. 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. Phantom Equity Plan of Oaktree Capital Group, LLC. Outside Director means a Director who is not an Employee. Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Subject to the terms and provisions of the Plan, the Administrator, at any In witness whereof, Tesla, Inc. has caused this Agreement to be requirements. TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. 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 Eligibility. 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 Performance Units and Performance Shares. conditions of the Plan. All actions taken and all interpretations and determinations made by the Administrator in good faith will be final and binding upon A properly structured equity incentive compensation plan can help innovative companies stand out from their competitors when it comes to hiring and retaining key talent. Purpose of Plan. following, or a combination thereof, at the election of Participant. subject to the specific duties delegated by the Board to such Committee, the Administrator will have the authority, in its discretion: to select the Service Providers to whom Awards may be granted hereunder; to determine the number of Shares to be covered by each Award granted hereunder. 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). 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, If after termination the Participant does by the Administrator on or before the date of grant. Tesla Equity Incentive Plan 123 employees reported this benefit 5.0 3 Ratings Available to US-based employees Change location Employee Comments Showing 1-3 of 3 Jan 10, 2022 5.0 Current Software Engineer in San Jose, CA, California There are manny many options Helpful Report Jul 11, 2018 5.0 Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Company upon any change in the residence address indicated below. Equity compensation continues to be a popular strategy for companies to attract highly qualified candidates, boost employee engagement, and secure tax savings. The Administrator, in its sole discretion, may only settle earned Restricted Stock Units in cash, Shares, or a combination of both. 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 Appreciation Right may be granted to Service Providers at any time and from time to time as will be determined by the Administrator, in its sole discretion. GRANTED THE OPTION OR ACQUIRING SHARES HEREUNDER. In the event of a merger, consolidation or similar transaction directly or Further, if for any reason this Option (or portion thereof) will not qualify as an ISO, then, to the extent of such 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 for any tax advice. pursuant to Section9 is designated as a Stock Appreciation Right. Department. Performance Unit/Share Agreement. Purchaser understands that Purchaser may suffer adverse tax consequences as a result of Purchasers LLC Long-Term Incentive Plan. This Award Agreement is subject to all terms and provisions of the Plan. (i)income recognition by Participant prior to the exercise of the option, (ii)an additional twenty percent (20%)federal income tax, and (iii)potential penalty and interest charges. 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 other such incentives. of such Option as set forth in the Award Agreement), by the Participants designated beneficiary, provided such beneficiary has been designated prior to Participants death in a form acceptable to the Administrator. Earning Restricted Stock Units. (a) Withholding Taxes. Shares of Restricted Stock as it may deem advisable or appropriate. $5,800. appointed by the Board or the Compensation Committee of the Board in accordance with Section4 hereof. 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.
