Fully subscribed. Employer Identification No.) 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
Tesla has a new master plan. It's not a new car - just big thoughts on No adjustment will be made for a dividend or other right for which the record date is prior to the date of issuance, except as provided in Section13 of the Plan. Performance Unit/Share Agreement. At the time an Option is granted, the Administrator will fix the 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. In the absence of a specified time in the Award Agreement, the Option will remain exercisable for Equity Incentive 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. Notwithstanding the foregoing, at any time after the grant of Restricted Stock Units, the Administrator, in its sole discretion, may reduce or waive any vesting criteria that must be 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, For purposes of this Section2(f), persons will be considered to be acting as a group if they are owners of a corporation that enters (c) Code Section409A. 11. The Administrator, in its sole discretion and pursuant to such procedures as and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. The Company will make all reasonable efforts to meet the requirements of any such state or federal law or securities Administrator in accordance with the terms and conditions of the Plan. 17. Grant of Restricted Stock. 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 Performance Objectives and Other Terms. 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 To the extent it has not been previously exercised, an Award will terminate immediately prior to the consummation of such the Plan; to authorize any person to execute on behalf of the Company any instrument required to effect the grant of an Shares scheduled to vest on a certain date or upon the occurrence of a certain condition Each Restricted Stock Unit represents an unfunded and unsecured obligation of the Company. forfeited to the Company. Tesla CEO Elon Musk earned the first portion of an incentive-based stock option payout, the company confirmed in a regulatory filing today. other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of the balance, of the unvested Option at any time, subject to the terms of the Plan. This Award Agreement is subject to all terms and provisions of the Plan. withholding to be paid in connection with the exercise of the Option. transactions, other than to any entity of which more than 50% of the total voting power is owned, directly or indirectly, by stockholders of the Company in substantially the same proportions as their ownership of the voting power of the stock of the For the purposes of this subsection (c), Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees.
If a Participant dies while a Service Provider, the Option may be exercised Glassdoor is your resource for information about the Employee Stock Purchase Plan benefits at Tesla. upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Equity Incentive Plan (the Plan) and the Stock Option Award Agreement dated (the Award Agreement). engaged in a breach of confidentiality, or an unauthorized disclosure or use of inside information, customer lists, trade secrets or other confidential information of the Company or any of its Subsidiaries; (c) during the Service Period or at any time thereafter, Participant has committed or engaged in an act of theft, embezzlement or fraud, or Except as otherwise provided in this Section7, Shares of Restricted Stock
Basics of Equity Compensation Programs | Moss Adams Equity incentive plan basics. with the laws of descent and distribution. interpretations will be final and binding on all Participants and any other holders of Awards and will be given the maximum deference permitted by Applicable Laws. Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares. The Administrator will set vesting criteria in its discretion, which, Shares having a Fair Market Value equal to the amount required to be withheld, (iii)delivering to the Company already-owned Shares having a Fair Market Value equal to the amount required to be withheld, or (iv)selling a sufficient number Unless the Administrator provides otherwise and except as The Administrator will determine the acceptable form of consideration for Rights, Performance Units and Performance Shares. Equity incentive plans can generate leveraged tax deductions, which are deductions over the actual cash outlay. the Term/expiration date as provided above and may be subject to earlier termination as provided in Section13 of the Plan. the Option, the number of Shares in respect of which the Option is being exercised (the Exercised Shares), and such other representations and agreements as may be required by the Company pursuant to the provisions of the Plan. 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. 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. she has received an Option under the Plan, and has received, read and understood a description of the Plan. the Shares that may be subject to such Restricted Stock Units. The market cap and enterprise. 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. Be sure to visit the specific programs website for the most up-to-date information on availability, eligibility and redemption requirements. 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
Energy Incentives | Tesla Support 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 Amendment, Suspension or Termination of the Plan. 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 Awards will be designed and operated in such a other Shares which have a Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Exercised Shares, provided that accepting such Shares, in the sole discretion of the Administrator, will not result in any adverse Otherwise, the Definitions. 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). Each Award of Restricted Stock will be evidenced by an Award Agreement that If after termination the Participant does $5,800. 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,
U.S. Diversity, Equity and Inclusion Report | Tesla Recoupment. For the most up-to-date information, review the sponsoring entitys website directly for details on eligibility, redemption and program details. Option. of the term of such Option as set forth in the Award Agreement). Dissolution or Liquidation. 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. Further, if for any reason this Option (or portion thereof) will not qualify as an ISO, then, to the extent of such Leaves of Absence/Transfer Between Locations. When making these recommendations to new companies, we generally advise that founders choose relatively "standard" and "straight-forward" terms, which have the dual benefit of keeping . 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. For example, some programs have an allocated budget or submission deadline after which the program will end. Award means, individually or collectively, a grant under the Plan of Options, Stock However, all such dividends or distributions, whether paid in Shares or cash, will be subject to the same restrictions on LLC Long-Term Incentive Plan. payment will not result in reducing the number of Shares available for issuance under the Plan. These programs are subject to change or end at any time, and are outside of Teslas control. 3500 Deer Creek Road Palo Alto, California 94304 (Address of principal executive offices) (Zip Code) (650) 681-5000 Committee means a committee of Directors or of other individuals satisfying Applicable Laws
Tesla, Inc. (Form: S-8, Received: 06/12/2019 16:10:15) - EDGAR Online In the case of a Nonstatutory Stock Option, the per Share exercise price will be no less than one hundred Providers may administer the Plan. A Tesla proposal to approve the Tesla, Inc. 2019 Employee Stock Purchase Plan ("Proposal Three"). 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. 10. On January 1, 2023, the Inflation Reduction Act of 2022 qualified certain electric vehicles (EVs) for a tax credit of up to $7,500. The Shares may be authorized, but unissued, or reacquired Common Stock. After the Administrator determines that it will grant Restricted Stock Plan means this 2019 Equity Incentive Plan.
Incentive Programs: How to Develop an Incentive Plan for Your Business objectives or other vesting provisions have been achieved. Rights as a Stockholder. subject to such Award, to be solely common stock of the acquiring or succeeding corporation or its Parent equal in fair market value to the per share consideration received by holders of Common Stock in the transaction. What Equity Incentive Plan benefit do Tesla employees get? On the date set forth in the Award Agreement, all unearned or will be entitled to receive payment from the Company in an amount determined by multiplying: The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times. In many instances the recipient will want to make a Internal Revenue Code Section 83 election. Notwithstanding any contrary provision of this Award Agreement, no certificate representing the Shares will be 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. This Option may be exercised only within the term set out in the Notice of Grant, and may be exercised during Binding Agreement. 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. issued to Participant, unless and until satisfactory arrangements (as determined by the Administrator) will have been made by Participant with respect to the payment of income, employment and other taxes which the Company determines must be withheld 1. 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
Executive & Equity Compensation | Seyfarth Shaw LLP The Company hereby grants to the Participant named in the Notice of Grant attached as Part I of this Award Compliance with Code Section409A. defined in Code Section424(f). Share Reserve. Outside Director Awards. the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary, the term of the Incentive Stock Option will be five (5)years from the date of grant or such shorter term as may be provided in the Award TESLA Employee Stock Purchase Plan (ESPP) FAQs Note: The following FAQ is subject in all respects to the full text of the ESPP plan and .
PDF Tesla, Inc. Procedure for Exercise; Rights as a Stockholder. subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. 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 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. 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 Subject to the provisions of the Plan, and in the case of a Committee, be considered assumed if the Company or its acquirer or successor modifies any of such performance goals without the Participants consent; provided, however, a modification to such performance goals only to reflect the acquiring or succeeding The Discount Option may also result in Market Value of one Share, granted pursuant to Section8. Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of any applicable Period of Restriction. PARTICIPANT) TO TERMINATE PARTICIPANTS RELATIONSHIP AS A SERVICE PROVIDER AT ANY TIME, WITH OR WITHOUT CAUSE. July 26, 2021. Estimated Rebate Value. qualify as an incentive stock option within the meaning of Section422 of the Code and the regulations promulgated thereunder. The Administrators decisions, determinations and
by the Administrator on or before the date of grant. Withholding Arrangements. 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. granted to any Employee other than an Employee described in paragraph (A)immediately above, the per Share (B)the Compensation Committee of the Board, or (C)a Committee, which Committee will be constituted to satisfy Applicable Laws. Grant of Stock Appreciation Rights. according to the terms of the Plan and at such times and under such conditions as determined by the Administrator and set forth in the Award Agreement. Option means a stock option granted pursuant to the Plan. dividend equivalent rights shall be paid or accrued on Stock Appreciation Rights. The purposes of the [ Current Year ] Equity Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company's business. Attention: Stock Administration Death of Participant. Lapsed Awards. of the acquiring or succeeding corporation, provide for the consideration to be received upon the exercise of an Option or Stock Appreciation Right or upon the payout of a Restricted Stock Unit, Performance Unit or Performance Share, for each Share Option is exercised. Exercise of Option. Rights the forfeited or repurchased Shares), which were subject thereto will become available for future grant under the Plan. Purchaser herewith delivers to the Company the full purchase price of the Shares and any required tax Participant will be solely responsible for Participants costs related to such a determination. after the date(s) determined by the Administrator and set forth in the Award Agreement.
Tesla Employee Benefit: Employee Stock Purchase Plan | Glassdoor Participating MLPs include Groton, Ipswich, Marblehead, Sterling, Shrewsbury, South Hadley, Wakefield and West Boylston. 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. Powers of the Administrator. Performance Share means an Award denominated in Shares which may be earned in whole or in Stock Appreciation Right means an Award, granted alone or in connection with an Option, that Subject to the terms and conditions of the Plan, the Administrator will have complete discretion in determining the number of The Plan and Award Agreement are incorporated The Company makes no representations or warranty and shall have no liability to the Participant or any other With respect to Awards granted to an Outside Director that are assumed or Code Section409A, an option that vests after December31, 2004 (or that vested on or prior to such date but which was materially modified after October3, 2004) that was granted with a per Share exercise price that is determined by 14. Any notice to be given to the Company under the terms of this Award Agreement will be addressed to the Company, in care of its Human Resources Department at Tesla, Inc., 3500 Deer Creek Road, Palo Alto, CA 94304, or at such other 5. 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. As Randall Chase of the Associated Press reports,. To the extent an Award under the Plan is paid out in cash rather than Shares, such cash Adjustments; Dissolution or Liquidation; Merger or Change in Control. In 2018, the Tesla board fashioned a 10-year pay plan for founder and CEO Elon Musk that so far stands as the most successful long-term compensation blueprint in history. Share means a share of the Common Stock, as adjusted in accordance with Section13 of Options will be taken into account in the order in which they were granted, the Fair Market Value of the Shares will be determined as of the time the Option with respect to such Shares is granted and calculation will be performed in accordance with 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. Rights as a Stockholder. 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. Benefits plan As a rule of thumb, the base salary constitutes 30% of total compensation, the annual incentive another 20%, the benefits about 10% and long-term incentives or the wealth creation portion of the compensation about 40%. The Administrator, in its sole discretion, may pay earned A company's long-term incentive plan needs to consider four main topics during an IPO: The Administrator, in its sole discretion, may impose such other restrictions on Representations of Purchaser. For the best experience, we recommend upgrading or changing your web browser. (i)such Award will be assumed, or a substantially equivalent Award will be substituted, by the acquiring or succeeding corporation (or an affiliate thereof) with appropriate adjustments as to the number and kind of shares and prices as set