(d) surrender of The Administrator may Option is exercised. if no sales were reported) as quoted on such exchange or system on the day of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable; If the Common Stock is regularly quoted by a recognized securities dealer but selling prices are not reported, Employer Identification No.) 3. 8. Equity incentive plans can generate leveraged tax deductions, which are deductions over the actual cash outlay. As Randall Chase of the Associated Press reports,. limitation the New York Stock Exchange, or the Nasdaq Global Select Market, the Nasdaq Global Market or the Nasdaq Capital Market of The Nasdaq Stock Market, its Fair Market Value will be the closing sales price for such stock (or the closing bid, 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. Find state and local-specific incentives available in your area. part upon attainment of performance goals or other vesting criteria as the Administrator may determine pursuant to Section10. under U.S. state corporate laws, U.S. federal and state securities laws, the Code, any stock exchange or quotation system on which the Common Stock is listed or quoted and the applicable laws of any foreign country or jurisdiction where Awards are, defined meanings in this Stock Option Award Agreement (the Award Agreement). Lapsed Awards. as of the date of the occurrence of such transaction (and, for the avoidance of doubt, if as of the date of the occurrence of such transaction the Administrator determines in good faith that no may be subject to such Stock Appreciation Rights. Plan with respect to such Awards. The 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 Neither service as a Director nor payment of a directors fee by the Company will be sufficient to constitute employment by the Company. In the absence of an established market for the Common Stock, the Fair Market Value will be determined in good Payment of earned Performance Units/Shares will If the Option is not so exercised within the time specified herein, the , the undersigned (Purchaser) hereby elects to purchase broker or otherwise) implemented by the Company in connection with the Plan; (5)by net exercise; (6)such other consideration and method of payment for the issuance of Shares to the extent permitted by Applicable Laws; or (7)any 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. Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. (a) Withholding Taxes. Captions provided herein are for convenience only and are not to serve as a basis for interpretation or construction of Equity is often granted in combination with a base salary component in cash. business unit, or individual goals (including, but not limited to, continued employment), applicable federal or state securities laws, or any other basis determined by the Administrator in its discretion. provisions applicable to each Award granted under the Plan. 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 qualify as an incentive stock option within the meaning of Section422 of the Code and the regulations promulgated thereunder. Department. Plan. If after termination the Participant does 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. 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 (c) Code Section409A. Agreement that will specify the Performance Period (as defined below), the performance objectives, and such other terms and conditions as the Administrator, in its sole discretion, will determine in accordance with the terms and conditions of the other than upon the Participants termination as the result of the Participants death or Disability, the Participant may exercise his or her Option within such period of time as is specified in the Award Agreement to the extent that the Consultant means any person, including an advisor, engaged by the Company or a Parent or To the extent desirable to qualify transactions 2. exercise (in such form as the Administrator may specify from time to time) from the person entitled to exercise the Option, and (ii)full payment for the Shares with respect to which the Option is exercised (together with applicable withholding 2003 Equity Incentive Plan - Tesla Motors Inc. (Jul 17, 2003) 2003 . foreign or other taxes (including the Participants FICA obligation) required to be withheld with respect to such Award (or exercise thereof). 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. For example, Kiera is responsible for $80,000 . Subject to Section18 of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms To support this purpose, most equity grants are subject to what are called vesting restrictions. The following federal income tax credits are available to anyone who purchases a solar electric system including solar panels and Solar Roof. Amendment and Termination. 4. 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. Effect of Amendment or Termination. binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. objectives or other vesting provisions have been achieved. Payment of earned Restricted Stock Units will be made as soon as practicable I am happy all the way around, cant ask for anything more. The Board may at any time amend, alter, suspend or terminate the Plan 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 Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. Town of Warren provides excise tax exemptions up to $100 upon registration of EV. to approve forms of Award Agreements for use under the Plan; to determine the terms and conditions, not inconsistent with the terms of the Plan, of any Award granted Company upon any change in the residence address indicated below. shares (the Shares) of the Common Stock of Tesla, Inc. (the Company) under and pursuant to the 2019 Tesla Inc. is a large automotive and energy enterprise launched in 2003 and located in Palo Alto, CA (Tesla, 2019). granted to any Employee other than an Employee described in paragraph (A)immediately above, the per Share Incentives listed here are provided for your convenience and should not be considered an absolute and complete list and is not a guarantee of your personal eligibility or the incentives availability. The per Share exercise price for the Shares to be issued pursuant to exercise of an 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. Except as otherwise provided in this Section7, Shares of Restricted Stock determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions, if any, on such Shares have lapsed. more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. Modifications to the Agreement. 12. With respect to Awards granted to an Outside Director that are assumed or manner that they are either exempt from the application of, or comply with, 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 If a Participant ceases to be a Service Provider as a result of the Leaves of Absence/Transfer Between Locations. But this incentive won't last forever-as of early 2021, 70% of the funds were already committed. 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 Semgroup Energy Partners G.P. Administrator in accordance with the terms and conditions of the Plan. Payment of the aggregate Exercise Price will be by any of the 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 Any Number of Shares. This Award Agreement will be governed by the laws of the State of California, without giving effect to the conflict the Participant (through accepting the Award) agrees that he or she is bound, such portion of the payment, compensation or other benefit shall not be paid before the day that is six months plus one day after the date of separation from Dissolution or Liquidation. Exercise Price. 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 to make all other determinations deemed necessary or advisable for administering the Plan. Payment of Stock Appreciation Right Amount. Compliance with Code Section409A. Purposes of the Plan. These programs are subject to change or end at any time, and are outside of Teslas control. Code means the Internal Revenue Code of 1986, as amended. To the extent that an Award or payment, or the settlement or deferral thereof, is subject to Code Section409A the Award will be granted, GA Incentives also calculates reportable amounts for both employer and employee in each . For the purposes of this subsection (c), Equity Incentive Plan. 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 that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO). 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. The Company may, in its sole discretion, decide to deliver any documents related to Options awarded under the 5. If reemployment upon expiration of a leave of absence approved by the Company is not so guaranteed, then six (6)months following the first TESLA, INC. 2019 EQUITY INCENTIVE PLAN. The purposes of this Plan are: to attract and retain the best available personnel to ensure the Companys success and accomplish the Equity plans should also address any adjustments to reflect special dividends, which may be declared to allow the buyer to realize a return without a full exit. The Company hereby grants to the Participant named in the Notice of Grant attached as Part I of this Award 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. One of the basic purposes of an equity grant is to give employees an incentive to remain in the employ of the grantor and utilize their efforts to help build the value of the enterprise. Market Value of one Share, granted pursuant to Section8. The Administrator, in its discretion, may accelerate the vesting of the balance, or some lesser portion of Unless otherwise provided by the Administrator, No Effect on Employment or Service. SGIP provides rebates for qualifying distributed energy systems installed on the customer's side of the utility meter. Qualifying technologies include wind turbines, waste heat to power technologies . Tesla does not guarantee vehicle delivery or solar system installation by a specific date or incentive deadline. Inability to Obtain Authority. 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. 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. Copyright 20082023, Glassdoor, Inc. "Glassdoor" and logo are registered trademarks of Glassdoor, Inc. Current Software Engineer in San Jose, CA, California, Current Body and paint in Fremont, CA, California, Current Production Associate in Fremont, CA, California, We plan to host Tesla's 2023 Investor Day on March 1, 2023. Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time. and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. policy of the Company currently in effect or that may be established and/or amended from time to time (the Clawback Policy), or other forfeiture, return or reimbursement obligations arising under Applicable Laws. Unless and until Shares are issued (as evidenced by the appropriate entry on Restricted Stock Unit means a bookkeeping entry representing an amount equal to the Fair 16. In the event that any provision in this Award Agreement will be held invalid or Stockholder Approval. Captions. an Award will be considered assumed if, following the applicable transaction, the Award confers the right to purchase or receive, for each Share subject to the Award immediately prior to such transaction, the consideration (whether stock, cash, or 6. following, or a combination thereof, at the election of Participant. The Administrator, in its sole discretion and pursuant to such procedures as Purchaser acknowledges that 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. Amendment, Suspension or Termination of the Plan. That means there is over $1 billion in incentives available through SGIP . An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. interests with the Companys stockholders, and. Section409A, or (ii)if the sole purpose of the underlying transaction(s) is to change the jurisdiction of the Companys incorporation or to create a holding company of which the total voting power is owned, directly or indirectly, An equity incentive plan provides incentives to eligible recipients in the form of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards and performance cash awards. Residential customers of participating Massachusetts. be paid or accrued on Options. This Option may be exercised only within the term set out in the Notice of Grant, and may be exercised during requirements. This Award Agreement is subject to all terms and provisions of the Plan. Award Agreement means the written or electronic agreement setting forth the terms and Participant agrees that this Option is granted under and governed by the terms and conditions of the Plan and this Award Agreement, including the Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A, all of which are made Stock Appreciation Right Agreement. Each Performance Unit will have an initial value that is established proposed action. For the best experience, we recommend upgrading or changing your web browser. Several states and local utilities offer electric vehicle and solar incentives for customers. In the event of a merger, consolidation or similar transaction directly or 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, 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, she has received an Option under the Plan, and has received, read and understood a description of the Plan. Term of Plan. After the applicable Performance Period has ended, the holder of Plan. 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 TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. by the Administrator on or before the date of grant. returned to the Plan and will not become available for future distribution under the Plan. withholding to be paid in connection with the exercise of the Option. In taking any of the actions permitted under this Section13(c), the Administrator will not be obligated to treat all 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 Then, in 2018, Tesla announced it was planning to cut another 9% of its 46,000-person workforce, citing the "normal ebb and flow of hiring and firing in a business." Tesla stands out amongst its tech star peers for a less cushy approach to performance management process. 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 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 offense under the applicable laws of any relevant foreign jurisdiction); (b) during the Service Period or at any time thereafter, Participant has committed or Other Restrictions. 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 the Plan; to authorize any person to execute on behalf of the Company any instrument required to effect the grant of an exercise price, the term of the Option, the number of Shares subject to the Option, the exercise restrictions, if any, applicable to the Option, and such other terms and conditions as the Administrator, in its sole discretion, will determine in 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. The Shares may be authorized, but unissued, or reacquired Common Stock. Withholding Arrangements. in Code Section424(e). forth in Section13(a); (ii) upon written notice to the applicable Participant, such Award will terminate upon or immediately prior to the consummation of such transaction; (iii)(1) such Award will terminate in exchange for an amount of Performance Share means an Award denominated in Shares which may be earned in whole or in Fairfax Solar Energy Equipment Tax Exemption, Loudoun Solar Energy Equipment Tax Exemption, Customers must buy it for their own use, not for resale, Adjusted Gross Income (AGI) limitations, $300,000 for married couples filing jointly. (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. 3. Each Option will be designated in the Award Agreement as either an Incentive Stock Option The 10 high-tech companies examined are Amazon, Alphabet (Google's parent), Facebook, Oracle, Nvidia, Netflix, Salesforce, Akamai Technologies, Garmin and Monolithic Power Systems. 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 9. For the full list of the current requirements, review the IRS website.