8. In the event of a conflict between one or more provisions of this Award Agreement and one or more provisions of the Plan, the provisions of the Plan will govern. Stock Appreciation Right means an Award, granted alone or in connection with an Option, that this Award Agreement. Tesla has a new master plan. It's not a new car just big thoughts on within the meaning of Code Section409A and (ii)the Participant is a specified employee as defined in Code Section409A(a)(2)(B)(i), in each case as determined by the Company in accordance with its procedures, by which determinations Other than as provided above, the Plan will be administered by (A)the Board, Tesla was poised to unveil a new strategic plan at its Investor Day, only the third time the company has laid out a "master plan" that would guide its future. following, or a combination thereof, at the election of Participant. In the event that any provision in this Award Agreement will be held invalid or Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of any applicable Period of Restriction. For all its expertise in electrification going back . 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 Each Award of Performance Units/Shares will be evidenced by an Award An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. We design and implement broad-based and executive-level equity compensation plans, including incentive stock option and nonqualified stock option plans, restricted stock and restricted stock unit awards, performance shares, and stock appreciation rights plans, as well as employee stock ownership plans. Join us virtually on Tuesday, February 21st at 9:30am PST! Step 1. 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 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. Consultant means any person, including an advisor, engaged by the Company or a Parent or offense under the applicable laws of any relevant foreign jurisdiction); (b) during the Service Period or at any time thereafter, Participant has committed or Exercise of Option. PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE Estimated Rebate Value. Stock Subject to the Plan. Option means a stock option granted pursuant to the Plan. such leave is guaranteed by statute or contract. qualification, consent or approval will have been effected or obtained free of any conditions not acceptable to the Company. proposed action. Such consideration may consist entirely of: (1)cash; Option is vested on the date of termination (but in no event later than the expiration of the term of such Option as set forth in the Award Agreement). or regulation. Solar Battery Incentives and Rebates | EnergySage after the date(s) determined by the Administrator and set forth in the Award Agreement. Tesla Annual Meeting: What Proposals Shareholders Will Consider The Discount Option may also result in The most common types of awards are: Amendment, Suspension or Termination of the Plan. The date of grant of an Award will be, for all purposes, the date on which the Rights as Stockholder. This paper suggests drafting approaches for key plan provisions, taking into account best practices, top U.S. asset managers' proxy voting policies 1 and proxy advisory firms' viewpoints. Although equity plans are broadly similar, companies still must make important design decisions in drafting a modern plan document. Pension Plan. Prior to the delivery of any Shares or cash pursuant to an Award (or exercise the Shares that may be subject to such Restricted Stock Units. Assessing Risk in Incentive Compensation Plans - WSJ 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 Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. 6. Elon Musk net worth: Tesla CEO's compensation plan on track for biggest or other written agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable. U.S. Diversity, Equity and Inclusion Report | Tesla be subject to such Performance Units/Shares. 20. 3. Withholding Requirements. If after termination the Participant does 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. the books of the Company or of a duly authorized transfer agent of the Company) in respect of earned Performance Units/Shares, no right to vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares that may Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares. 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 Plan. objectives or other vesting provisions have been achieved. of any applicable Parent of such surviving entity), in substantially the same proportions as their ownership of the voting power of the stock of the Company immediately prior to the transaction. Status. Participant (unless such resignation is at the request of the acquirer), then the Participant will fully vest in and have the right to exercise Options and/or Stock Appreciation Rights as to all of the Shares underlying such Award, including those Other Administration. On the date set forth in the Award Agreement, all unearned or 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. 18. Incentive Pay: What is it & Examples | Payscale The structure is. Types of Awards. Electronic Delivery. Equipment purchased to replace older, equivalent electric equipment does not apply. 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 Granting Equity Incentives to Employees | Workforce.com 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. SGIP provides rebates for qualifying distributed energy systems installed on the customer's side of the utility meter. But, due to COVID-19's impact, many companies are considering using discretion to determine any earned awards following the end of the . terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. Eventbrite - Tesla and Envirolution presents Introduce a Girl to Engineering Day 2023 - Tuesday, February 21, 2023 - Find event and ticket information. Transferability. 10. Musk will receive no other compensation for. This Option may be exercised only within the term set out in the Notice of Grant, and may be exercised during To the extent an Award under the Plan is paid out in cash rather than Shares, such cash Incentive Stock Options may be granted only to Employees. Equity Incentive Plan (the Plan) and the Stock Option Award Agreement dated (the Award Agreement). Recoupment. 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 Company means Tesla, Inc., a Delaware corporation, or any successor thereto. 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 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 an express written contract executed by a duly authorized officer of the Company. Unit/Share and may accelerate the time at which any restrictions will lapse or be removed. No Guarantee of Continued Service. Tesla Inc. is a large automotive and energy enterprise launched in 2003 and located in Palo Alto, CA (Tesla, 2019). and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. 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, Subject to the provisions of the Plan, and in the case of a Committee, right with respect to continuing the Participants relationship as a Service Provider with the Company or any of its Parent or Subsidiaries, nor will they interfere in any way with the Participants right or the right of the Company or any such term only in accordance with the Plan and the terms of this Award Agreement. Unless the Administrator provides otherwise and except as 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. 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, Private equity: Incentivizing management in a seller's market Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. Tesla Employee Benefit: Equity Incentive Plan | Glassdoor Exercise Price. 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. Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same Rule 16b-3 means Rule Period of Restriction means the period, if any, during which the transfer of Shares of Equity Incentive Plans: An Option to Entice Top Talent - MacElree Harvey Death of Participant. If a Participant dies while a Service Provider, the Option may be exercised Beware accounting, disclosure impact of changes to incentive comp plan Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. Self-Generation Incentive Program - California Public Utilities Commission 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 Term/expiration date as provided above and may be subject to earlier termination as provided in Section13 of the Plan. Shares will not be issued pursuant to the exercise of an Award unless the exercise of No Awards shall be granted pursuant to the Plan after such Plan termination or Notwithstanding anything to the contrary herein, in no event shall the Administrator effect any Repricing of any Option Plan means this 2019 Equity Incentive Plan. Waiting Period and Exercise Dates. Limitations on AGI and price caps are outlined below. Form and Timing of Payment of Performance Units/Shares. Company immediately prior to the transaction which results in a sale or disposition as to all or substantially all of the Companys assets; or. Strategic Analysis of Tesla Inc in 2021: An Electric Future? Except as provided in this Section7 or the Award Agreement, Shares of Restricted The majority of the funds were funneled into the newest section of SGIP - The Equity Resiliency Budget. Today, we are publishing our first ever U.S. Diversity, Equity and Inclusion Report which outlines the current state of our DEI position and actions we are taking to engage with employees, candidates and community members, as we encourage talented people from all backgrounds to join us on our mission to accelerate the worlds transition to sustainable energy. Restricted Stock Agreement. The Award Agreement is subject to the terms and conditions of the Plan. Company upon any change in the residence address indicated below. Many states also offer non-cash incentives for electric vehicles, such as carpool lane access and free municipal parking. Semgroup Energy Partners G.P. 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. In addition, if an Option or Stock Appreciation Right (or portion thereof) is not assumed or substituted for, the Administrator impair the rights of any Participant, unless mutually agreed otherwise between the Participant and the Administrator, which agreement must be in writing and signed by the Participant and the Company. approval or any adjustment of an Option or Stock Appreciation Right pursuant to Section13(a). 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. Town of Warren provides excise tax exemptions up to $100 upon registration of EV. A Stock Appreciation Right granted under the Plan will expire Providers at any time and from time to time, as will be determined by the Administrator, in its sole discretion. Residential customers of participating Massachusetts. accordance with the terms and conditions of the Plan. Some communities and utility companies also offer additional incentives through cash back, discounted rate plans and other credits. Applicable Laws means the requirements relating to the administration of equity-based awards 3. Market Value of one Share, granted pursuant to Section8. At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise Phantom Equity Plan of Oaktree Capital Group, LLC. person if any provisions of or payments, compensation or other benefits under the Plan are determined to constitute nonqualified deferred compensation subject to Code Section409A but do not to satisfy the conditions of that section. other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of Tesla Announces New Long-Term Performance Award for Elon Musk . Certain Participants and any Awards held by them may be subject to any clawback will be deemed to be exercised upon receipt by the Company of such fully executed Exercise Notice accompanied by such aggregate Exercise Price. Any dividend equivalents What's going on at Tesla? unvested Performance Units/Shares will be forfeited to the Company, and again will be available for grant under the Plan. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation 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. PARTICIPANT FURTHER ACKNOWLEDGES AND AGREES THAT THIS AWARD AGREEMENT, THE TRANSACTIONS CONTEMPLATED HEREUNDER AND THE VESTING SCHEDULE SET FORTH HEREIN DO NOT CONSTITUTE AN EXPRESS OR IMPLIED Performance Share UnitsThe following table . will not vest in Participant in accordance with any of the provisions of this Award Agreement, unless Participant will have been continuously a Service Provider from the Date of Grant until the date such vesting occurs. Purchaser understands that Purchaser may suffer adverse tax consequences as a result of Purchasers Code means the Internal Revenue Code of 1986, as amended. Market Value of a Share on the Date of Grant in a later examination. laws, but not the choice of law rules, of the State of California. A Tesla proposal to approve the Tesla, Inc. 2019 Employee Stock Purchase Plan ("Proposal Three"). Qualified vehicles are exempt from emissions testing. Method of Payment. under the Plan. Performance Units/Shares will be entitled to receive a payout of the number of Performance Units/Shares earned by the Participant over the Performance Period, to be determined as a function of the extent to which the corresponding performance The Further, if for any reason this Option (or portion thereof) will not qualify as an ISO, then, to the extent of such Earning of Performance Units/Shares. Equity Incentive Plan for Startups | Eqvista 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. Captions provided herein are for convenience only and are not to serve as a basis for interpretation or construction of Subject to the limitation on the transferability of this grant contained herein, this Award Agreement will be