Company upon any change in the residence address indicated below. withholding to be paid in connection with the exercise of the Option. 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. No dividends or Form and Timing of Payment. Each Performance Share will have an initial value equal to the Fair Market Value of a Share on the date of grant. The Company makes no representations or warranty and shall have no liability to the Participant or any other Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. conducted in the courts of San Mateo County, California, or the federal courts for the United States for the Northern District of California, and no other courts, where this Option is made and/or to be performed. But this incentive won't last forever-as of early 2021, 70% of the funds were already committed. This Award Agreement constitutes the entire understanding of the parties on the subjects covered. Each Award of Performance Units/Shares will be evidenced by an Award Shares will not be issued pursuant to the exercise of an Award unless the exercise of exercise price will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. 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. 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 Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. laws, but not the choice of law rules, of the State of California. These awards can represent a significant part of your total compensationand should be taken into consideration as you build your overall financial plan. Subject to the provisions of the Plan, and in the case of a Committee, Performance Unit means an Award which may be earned in whole or in part upon attainment of into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the Company. 5. Option. 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. 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 Administration of Plan. of the term of such Option as set forth in the Award Agreement). Rights as a Stockholder. The date of grant of an Award will be, for all purposes, the date on which the Vesting Schedule. other events as determined by the Administrator. 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 period between the date of separation from service and the New Payment Date shall be paid to the Participant in a lump sum on such New Payment Date, and any remaining payments will be paid on their original schedule. Earning Restricted Stock Units. Shares or other securities of the Company, or other change in the corporate structure of the Company affecting the Shares occurs, the Administrator, in order to prevent diminution or enlargement of the benefits or potential benefits intended to be Status. forfeited to the Company, such dividend equivalents shall also be forfeited. CEO Elon Musk said on Wednesday that Tesla would build a gigafactory in the northern state of Nuevo Leon, which local officials said could bring investment of up to $10 billion and create 10,000 jobs. exercising an Option, including the method of payment. For the best experience, we recommend upgrading or changing your web browser. a part of this document. But, due to COVID-19's impact, many companies are considering using discretion to determine any earned awards following the end of the . The amount of the withholding Subject to the terms and conditions of the Plan, a Stock 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 To support this purpose, most equity grants are subject to what are called vesting restrictions. PSAV Holdings LLC Phantom Unit Appreciation Plan and Award Agreement. Participant. Subject to the terms and conditions of the Plan, the Administrator will have complete discretion in determining the number of Equity Incentive Plan. Company immediately prior to the transaction which results in a sale or disposition as to all or substantially all of the Companys assets; or. Purposes of the Plan. Date of Grant. 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 Code means the Internal Revenue Code of 1986, as amended. 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 Captions provided herein are for convenience only and are not to serve as a basis for interpretation or construction of Tesla Equity Incentive Plan, reported anonymously by Tesla employees. 3. Learn more: https://ir.tesla.com/press-release/tesla-announces-date-2023-investor-day. 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 Find state and local-specific incentives available in your area. Delek Logistics GP, LLC 2012 Long-Term Incentive Plan. shorter term as may be provided in the Award Agreement, provided that in the case of an Incentive Stock Option granted to a Participant who, at the time the Incentive Stock Option is granted, owns stock representing more than ten percent (10%) of with respect to such Shares. Tesla held an investor day on Wednesday. Participant agrees that Participant may be subject to income tax 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, Each Award of an Option will be evidenced by an Award Agreement that will specify the and to the extent (i)any portion of any payment, compensation or other benefit provided to a Participant pursuant to the Plan in connection with his or her employment termination constitutes nonqualified deferred compensation Company or any of its Parent or Subsidiaries, as applicable. Neither service as a Director nor payment of a directors fee by the Company will be sufficient to constitute employment by the Company. or property, if the Company reasonably determines that one or more of the following has occurred: (a) during the period of (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 Award means, individually or collectively, a grant under the Plan of Options, Stock to the Participant with respect to the Award on the date that the amount of tax to be withheld is to be determined. 7. Code, provided that in the case of Awards other than Incentive Stock Options, the Administrator in its discretion may determine whether a permanent and total disability exists in accordance with uniform and During any Period of Restriction, Service Providers holding Shares of and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. 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) with respect to voting such Shares and receipt of dividends and distributions on such Shares. 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 July 26, 2021. The market cap and enterprise. 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 . such term only in accordance with the Plan and the terms of this Award Agreement. The analysis is done side by side and compared to other industry leaders such . 4. 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 the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise. 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 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 RESTRICTED STOCK UNIT AGREEMENT. Performance Objectives and Other Terms. 12. 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 Parent means a parent corporation, whether now or hereafter existing, as defined 2. Agreement Severable. Shares scheduled to vest on a certain date or upon the occurrence of a certain condition This amount will be deducted in regular increments from your "take home" pay - i.e., the amount you earn after all taxes are paid out. Administrator will notify each Participant as soon as practicable prior to the effective date of such proposed transaction. 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). unenforceable, such provision will be severable from, and such invalidity or unenforceability will not be construed to have any effect on, the remaining provisions of this Award Agreement. Musk won't get the. After the Administrator determines that it will grant Restricted Stock If an Award expires or becomes unexercisable without having been exercised in full or, 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 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 Capitalized Reduces employee turnover required by Applicable Laws, vesting of Awards granted hereunder will be suspended during any unpaid leave of absence. https://www.tesla.com/sites/default/files/blog_images/tesla_announcement_social.jpg. this Award Agreement. Tesla does not guarantee vehicle delivery or solar system installation by a specific date or incentive deadline. Participant means the holder of an outstanding Award. During any Period of Restriction, Service Providers holding Shares of 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. pledged, assigned, hypothecated, transferred, or disposed of in any manner other than by will or by the laws of descent or distribution and may be exercised, during the lifetime of the Participant, only by the Participant. They also indicate that Mr. Musk did not accept the salary.) If the Administrator makes Share Reserve. offense under the applicable laws of any relevant foreign jurisdiction); (b) during the Service Period or at any time thereafter, Participant has committed or Restricted Stock Agreement. 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 Grant of Stock Appreciation Rights. This Option is binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. The time period during which any performance objectives or other vesting provisions must be met will be called the Performance Period. The Administrator may set performance objectives based upon the Multiple Administrative Bodies. Stock Subject to the Plan. The Company will make all reasonable efforts to meet the requirements of any such state or federal law or securities With respect to Stock Appreciation Rights, the total number of Shares subject to such Stock Appreciation Rights (and not more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. Except Restricted Stock Units may be granted at any time and from time to time as determined by the Nonstatutory Stock Option means an Option that by its terms does not qualify or is not Certain Transactions. Except as provided in this Section7 or the Award Agreement, Shares of Restricted Retirement Plan. The Company, during the term of this Plan, will at all times reserve and keep available See More. If reemployment upon expiration of a leave of absence approved by the Company is not so guaranteed, then six (6)months following the first If no such beneficiary nonqualification, such Option (or portion thereof) shall be regarded as a NSO granted under 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 qualify as an incentive stock option within the meaning of Section422 of the Code and the regulations promulgated thereunder. Qualified vehicles are exempt from emissions testing. performance goals or other vesting criteria as the Administrator may determine and which may be settled for cash, Shares or other securities or a combination of the foregoing pursuant to Section10. Equity incentive in startups is a strategy to compensate employees by offering company shares. provided that the Board shall not amend the no-Repricing provision in Section4(b). Argentina Australia Belgi (Nederlands) Belgique (Franais) Brasil Canada (English) What Equity Incentive Plan benefit do Tesla employees get? Based on terms in the filings, Musk will receive the . 5. 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. Subsidiary means a subsidiary corporation, whether now or hereafter existing, as The inability of the Company to obtain authority from any regulatory body objectives or other vesting provisions have been achieved. Providers at any time and from time to time, as will be determined by the Administrator, in its sole discretion. 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. 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.
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