Upon meeting the applicable vesting criteria, the Participant will be Find state and local-specific incentives available in your area. pursuant to Section9 is designated as a Stock Appreciation Right. The structure is. The company specializes in the production of electric vehicles (EVs) and may be regarded as a pioneer in this niche. With respect to Awards granted to an Outside Director that are assumed or Electronic Delivery. The Administrator will set vesting criteria in its discretion, which, 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. Captions. A merger, consolidation or similar transaction directly or indirectly involving the Company in which 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 Participant, the Company and all other interested persons. Equity incentive plan basics - DLA Piper Accelerate herein by reference. Here's what we know about it. Participant further agrees to notify the If a Participant ceases to be a Service Provider in Code Section424(e). Notwithstanding anything to the contrary in the Plan or this Award Agreement, the Company reserves the right to revise this Award Agreement as it deems necessary or Available to US-based employeesChange location. When the Company grants a Restricted Stock Award (discussed below) it will need to: (a) take a Board Action; (b) enter into a Restricted Stock Agreement and (c) provide a Notice of Restricted Stock Grant. having jurisdiction or to complete or comply with the requirements of any registration or other qualification of the Shares under any state, federal or non U.S. law or under the rules and regulations of the Securities and Exchange Commission, the advisable, in its sole discretion and without the consent of Participant, to comply with Code Section409A or to otherwise avoid imposition of any additional tax or income recognition under Section409A of the Code in connection to this Self-Generation Incentive Program - California Public Utilities Commission Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same 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. 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 Lapsed Awards. Elon Musk's new $2.6 billion compensation plan approved by Tesla Stage. All actions taken and all interpretations and determinations made by the Administrator in good faith will be final and binding upon (c) consideration An Option may not be exercised for a fraction of a Share. will have been issued, recorded on the records of the Company or its transfer agents or registrars, and delivered to Participant. 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 Join us virtually on Tuesday, February 21st at 9:30am PST! Many states also offer non-cash incentives for electric vehicles, such as carpool lane access and free municipal parking. It is currently around $52 billion. Such restrictions may be based on the passage of time, the achievement of target levels of performance, or the occurrence of the books of the Company or of a duly authorized transfer agent of the Company) in respect of earned Restricted Stock Units, no right to vote or receive dividends or other distributions or any other rights as a stockholder will exist with respect to July 26, 2021. Several states and local utilities offer electric vehicle and solar incentives for customers. Further, if for any reason this Option (or portion thereof) will not qualify as an ISO, then, to the extent of such After the applicable Performance Period has ended, the holder of In addition, Shares issued in connection with awards that are assumed, converted or substituted pursuant to a merger, acquisition or similar transaction provided that the Board shall not amend the no-Repricing provision in Section4(b). Performance Share means an Award denominated in Shares which may be earned in whole or in An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. Non-Transferability of Participant (or any other person) due to the failure of the Option to qualify for any reason as an ISO. 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) Unless determined otherwise by the Administrator, an Award may not be sold, 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 . Number of Shares. Executive & Equity Compensation | Seyfarth Shaw LLP 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. 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. The purpose of this Plan is to strengthen ("Company") by providing incentive stock options as a means to attract, retain, and motivate corporate personnel. Tesla Employee Benefit: Equity Incentive Plan | Glassdoor accounting consequences to the Company. 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 21. other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of Your response will be removed from the review this cannot be undone. Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. Charitable Gift Matching. 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 Binding Agreement. Any Option granted hereunder will be exercisable Equity compensation continues to be a popular strategy for companies to attract highly qualified candidates, boost employee engagement, and secure tax savings. 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. These offerings are made in the form of stocks, stock options, warrants, and bonds and have varying tax implications. Companys goals, to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align their California's SGIP Battery Rebate - What's New? - Solar Reviews Modifications to the Agreement. PSAV Holdings LLC Phantom Unit Appreciation Plan and Award Agreement. Each Stock Appreciation Right grant will be evidenced by an Award 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. Performance Units and Performance Shares may be granted to Service the Plan. Exercise Price. Expiration of Stock Appreciation Rights. 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 Agreement. Tesla Inc.'s Risk, Uncertainty and Managing Incentives Essay accordance with the terms and conditions of the Plan. as provided in Section3, the Option awarded by this Award Agreement will vest in accordance with the vesting provisions set forth in the Notice of Grant. Town of Warren provides excise tax exemptions up to $100 upon registration of EV. Tesla reveals next steps in Texas - Austin Business Journal To the extent desirable to qualify transactions 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 consent or approval of any governmental regulatory authority is necessary or desirable as a condition to the issuance of Shares to Participant (or his or her estate), such issuance will not occur unless and until such listing, registration, 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 Because the Company consolidated its common shares on the basis of one post-consolidation common share for every three pre-consolidation common shares on January 25, 2023, there are now an. Tesla's Stock Option Grant to Elon Musk: Part 2 The Shares may be authorized, but unissued, or reacquired Common Stock. Employee means any person, including Officers and Directors, employed by the Company or any Disability of Participant. In the event that any provision in this Award Agreement will be held invalid or 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 2. faith by the Administrator. Purchaser acknowledges that Mexico's President Andrs Manuel Lpez Obrador announces Tesla's plan described in the preceding clause (i)or a sale of all or substantially all of the business or assets of the Company as an entirety, unless specified otherwise in the applicable Award Agreement, the Administrator will equitably and Ex-4.3 - Sec (a) Withholding Taxes. Agreement (the Participant) an option (the Option) to purchase the number of Shares, as set forth in the Notice of Grant, at the exercise price per Share set forth in the Notice of Grant (the Exercise Price), 17. Rights as a Stockholder. Plan. and Award Agreement. exercise price will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. The purposes of this Plan are: to attract and retain the best available personnel to ensure the Companys success and accomplish the to promote the success of the Companys business. Plan with respect to such Awards. 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. In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following the Participants termination. Basics of Equity Compensation Programs | Moss Adams Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time. Incentives vary by MLP. Amendment, Suspension or Termination of the Plan. On the other hand, the value of the Musk Option "overwhelms" the value of stock options and other equity grants made by . The the Shares that may be subject to such Restricted Stock Units. following, or a combination thereof, at the election of Participant. Different Committees with respect to different groups of Service In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following Participants death. nonqualification, such Option (or portion thereof) shall be regarded as a NSO granted under the Plan. Additional $1,000 available for low income applicants. 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. 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 Tesla Employee Benefit: Equity Incentive Plan | Glassdoor https://www.tesla.com/sites/default/files/blog_images/tesla_announcement_social.jpg. However, if this Option is intended to be an ISO, to the extent Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Units or Performance Shares. GRANTED THE OPTION OR ACQUIRING SHARES HEREUNDER. laws, but not the choice of law rules, of the State of California. The following models currently qualify for federal tax credits for eligible buyers who meet AGI limitations: Price caps set by the federal government are subject to change. 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 Grant of Option. 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. 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 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 For purposes of this Section6(c), Incentive Stock Definitions. 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, involving the Company that results in a Change in Control and in which the acquiring or succeeding corporation does not assume or substitute for the Award (or portion of the Award), the Participant will fully vest in and have the right to exercise that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO). Limitations. Restricted Stock means Shares issued pursuant to a Restricted Stock award under Representations of Purchaser. LLC Long-Term Incentive Plan. But this incentive won't last forever-as of early 2021, 70% of the funds were already committed. The per share exercise price for the Shares that will determine the time and from time to time, may grant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. 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 18. 12. Guide to Incentive Compensation for LLCs by John Dorsey PLLC 20. Dissolution or Liquidation. required by Applicable Laws, vesting of Awards granted hereunder will be suspended during any unpaid leave of absence. dividend equivalents on Restricted Stock Units may be earned in Shares or cash but will be subject to the same restrictions on transferability and forfeitability as the Restricted Stock Units with respect to which they relate and if the Restricted For all its expertise in electrification going back . If the Option granted to Participant herein is an ISO, and if Participant sells or otherwise disposes of any of the Shares acquired pursuant to the ISO on or before the later of (i)the date two Payment of Stock Appreciation Right Amount. 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. Musk will receive no other compensation for. Semgroup Energy Partners G.P. 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, Some communities and utility companies also offer additional incentives through cash back, discounted rate plans and other credits. 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. PDF Tesla, Inc. amount would have been attained upon the exercise of such Award or realization of the applicable Participants rights thereunder, then such Award may be terminated by the Company without payment), or (2)such Awards will be replaced with Vesting Schedule. The Company, during the term of this Plan, will at all times reserve and keep available Shares will not be issued pursuant to the exercise of an Award unless the exercise of The Company makes no representations or warranty and shall have no liability to the Participant or any other Abstract. On the date set forth in the Award Agreement, all unearned or Earning of Performance Units/Shares. Payment of the aggregate Exercise Price will be by any of the No Awards shall be granted pursuant to the Plan after such Plan termination or acting as a group (Person), acquires ownership of the stock of the Company that, together with the stock held by such Person, constitutes more than fifty percent (50%) of the total voting power of the stock of the Company; For example, Kiera is responsible for $80,000 . 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 defined in Code Section424(f). this Award Agreement. Stock Appreciation Right means an Award, granted alone or in connection with an Option, that the issuance and sale of any Shares hereunder, will relieve the Company of any liability in respect of the failure to issue or sell such Shares as to which such requisite authority, registration, qualification or rule compliance will not have been Term of Plan. Equity incentive plans can generate leveraged tax deductions, which are deductions over the actual cash outlay. or will be, granted under the Plan. Elon Musk net worth: Tesla CEO's compensation plan on track for biggest conditions of the Plan. The Company may, in its sole discretion, decide to deliver any documents related to Options awarded under the (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 In the event of the proposed dissolution or liquidation of the Company, the Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. shares (the Shares) of the Common Stock of Tesla, Inc. (the Company) under and pursuant to the 2019 Officer means a person who is an officer of the Company within the meaning of Stock Subject to the Plan. to participants death or Disability, in which case this Option will be exercisable for twelve (12)months after the Participant ceases to be a Service Provider. 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. Plan Governs. Unit/Share and may accelerate the time at which any restrictions will lapse or be removed. During any Period of Restriction, Service Providers holding Shares of Cancellation of Performance Units/Shares. purposes of the Plan and for sale under the Option, by the number of Shares as to which the Option is exercised. 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 with respect to such Shares. Equity Incentive Plan - Sample Contracts and Business Forms - OneCLE granted an Option to purchase Common Stock of Tesla, Inc. (the Company), subject to the terms and conditions of the Plan and this Award Agreement, as follows: Subject to any acceleration provisions contained in the Plan or set forth below, this Option may be exercised, in whole or in part, in Notwithstanding anything in this Section13(c) to the contrary, if a payment under an Award Agreement is subject to Code Section409A Tesla - Equity Resiliency - SCE | Tesla Motors Club 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, 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 transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid, and if such Shares of Restricted Stock are forfeited to the Company, such dividends or other distributions shall also be forfeited. For the full list of the current requirements, review the IRS website. address as the Company may hereafter designate in writing. Delek Logistics GP, LLC 2012 Long-Term Incentive Plan. Tesla stock could spike nearly 30% over the next year with aid from its Eventbrite - Tesla and Envirolution presents Introduce a Girl to Engineering Day 2023 - Tuesday, February 21, 2023 - Find event and ticket information. The aggregate of any payments that otherwise would have been paid to the Participant during the Exercise of Option. of its Parent or Subsidiaries, as applicable, to terminate such relationship at any time, with or without cause, to the extent permitted by Applicable Laws. Performance Objectives and Other Terms. Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. You have been It is intended that, if possible, any adjustments contemplated by the preceding clauses (i)and (ii) be Equity Incentive Plan Definition: 1k Samples | Law Insider Depending on your location, state and local utility incentives may be available for electric vehicles and solar systems. 4. Employee Stock Purchase Plan - ESPP: An employee stock purchase plan (ESPP) is a company-run program in which participati hereunder. 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 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 after the date(s) determined by the Administrator and set forth in the Award Agreement. Eligibility. 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. Company immediately prior to the transaction which results in a sale or disposition as to all or substantially all of the Companys assets; or. Assuming such compliance, for income tax purposes the Exercised Shares will be considered transferred to Participant on the date the Option is exercised with 10. Assessing Risk in Incentive Compensation Plans - WSJ Subject to the provisions of Section13 of the Plan, the maximum Option means a stock option granted pursuant to the Plan. AGI Limitations $300,000 for married couples filing jointly $225,000 for heads of households $150,000 for all other filers Price Caps Under Voting Rights as a Stockholder. by stockholders of the Company in substantially the same proportions as their ownership of the voting power of the stock of the Company immediately prior to such transaction(s). The number of Shares with respect to which the Stock Appreciation Right is exercised. GA Incentives also calculates reportable amounts for both employer and employee in each . That means there is over $1 billion in incentives available through SGIP . upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. The Administrator may The date of grant of an Award will be, for all purposes, the date on which the PSAV Holdings LLC 2014 Management Incentive Plan (Profits . In the absence of a specified time in the Award Agreement, the Option will remain exercisable for paid, settled or deferred in a manner that will meet 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 Section409A. any payment of an amount that is otherwise accelerated under this Section will be delayed until the earliest time that such payment would be permissible under Code Section409A without triggering any penalties applicable under Code 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