Period of Restriction means the period, if any, during which the transfer of Shares of Notice of the determination will be provided to each Participant within a reasonable time after the date of such grant. The Board may at any time amend, alter, suspend or terminate the Plan defined in Code Section424(f). Administrator makes the determination granting such Award, or such other later date as is determined by the Administrator. 10. 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. Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. 17. Parent or Subsidiary of the Company. of the term of such Option as set forth in the Award Agreement). The total cost is exclusive of taxes and fees at time of delivery. Under Shares used to pay the exercise price of an Award or to satisfy the tax withholding obligations related to an Award will not become available for future grant Equipment purchased to replace older, equivalent electric equipment does not apply. 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 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 all of his or her outstanding Options and Stock Appreciation Rights (or portion thereof) that are not assumed or substituted for, including Shares as to which such Awards would not otherwise be vested or exercisable, all restrictions on Restricted Rule 16b-3 means Rule provided, however, that for purposes of this subsection (i), the acquisition of additional stock by any one Person, who is considered to own more than fifty percent (50%) of the total voting power of the stock of the Company will not be considered a Each Award of an Option will be evidenced by an Award Agreement that will specify the Method of Payment. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. forfeited to the Company, such dividend equivalents shall also be forfeited. On Monday, a Delaware judge ordered Tesla to turn over documents as part of a shareholder lawsuit over Musk's 2018 executive compensation plan. 10% discount on off-peak toll prices on NJT and GSP through EZ-Pass. This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during the lifetime of Participant only by Participant. 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, foreign or other taxes (including the Participants FICA obligation) required to be withheld with respect to such Award (or exercise thereof). accordance with the terms and conditions of the Plan. This Exercise Notice, the Plan and the Award Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company Semgroup Energy Partners G.P. 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. 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, Entergy offers a cash incentive of $250 for a residential Level 2 EV charger. Board means the Board of Directors of the Company. While workers still get a monthly salary, they may accept less pay than usual because they recognize the value of having equity in the company instead. terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. The Administrator, in its sole discretion, may impose such other restrictions on Attention: Stock Administration 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. , the undersigned (Purchaser) hereby elects to purchase 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 In no event will the Administrator, the Company or any Parent or Subsidiary or any of their respective employees or directors have any liability to Incentive Stock Option (ISO), this Option is intended to qualify as an ISO under Section422 of the Internal Revenue Code of 1986, as amended (the Code). 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 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, 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. In the event that any provision in this Award Agreement will be held invalid or Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time. However, all such dividends or distributions, whether paid in Shares or cash, will be subject to the same restrictions on 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 Participant expressly warrants that he or she is not accepting this Award Agreement in reliance on any promises, representations, or inducements other than those contained herein. Upon meeting the applicable vesting criteria, the Participant will be A merger, consolidation or similar transaction directly or indirectly involving the Company in which The Administrator will have complete discretion to determine the number of Stock other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of It did not reveal a new vehicle, but it unveiled some of its big-picture ideas on climate change. or Stock Appreciation Right. Grant of Stock Appreciation Rights. The Company makes no representations or warranty and shall have no liability to the Participant or any other to the Participant with respect to the Award on the date that the amount of tax to be withheld is to be determined. Senior Software Engineer salaries ($110k). Musk will receive no other compensation for. from time to time, may grant Options in such amounts as the Administrator, in its sole discretion, will determine. 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 12. Until the issuance (as evidenced by the appropriate entry on the books of the Company or of a duly authorized We recommend speaking with a tax professional for guidance. 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. the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise. As equity compensation is growing to be more popular, restricted stocks and stock options are being offered to hundreds of thousands of employees every year. 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 https://www.tesla.com/sites/default/files/blog_images/tesla_announcement_social.jpg. Approximate incentive is per Powerwall (up to 2) by step (updated December 2021). Restricted Stock Units may be granted at any time and from time to time as determined by the Subject to the provisions of the Plan, and in the case of a Committee, or reducing the exercise price of an outstanding Option and/or outstanding Stock Appreciation Right, (ii)cancelling, exchanging or surrendering any outstanding Option and/or outstanding Stock Appreciation Right in exchange for cash or another Option Agreement. more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. Employer Identification No.) To the extent that an Award or payment, or the settlement or deferral thereof, is subject to Code Section409A the Award will be granted, (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 Purchaser understands that Purchaser may suffer adverse tax consequences as a result of Purchasers Delivery of Payment. 1. Equity incentive plan basics. 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 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; In support of this, Willis Towers Watson has researched the LTI practices of 100 of the largest U.S.-based IPOs by market capitalization ($1.1 billion to $75.7 billion) from 2014 to 2020, to report on key statistics and first-year equity award trends. Notwithstanding anything in this Section13(c) to the contrary, and unless otherwise provided for in an Award Agreement or other written Section6(f) relating to exercise also will apply to Stock Appreciation Rights. Return of Restricted Stock to Company. Supplemental Workers' Compensation. The Administrator, in its sole discretion, may only settle earned Restricted Stock Units in cash, Shares, or a combination of both. 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. 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). foregoing, the occurrence of any event shall not be deemed a Change in Control: (i)with respect to any Award that is subject to Code Section409A unless such event qualifies as a change in control event within the meaning of Code transfer agent of the Company) of the Shares, no right to vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares subject to the Option, notwithstanding the exercise of the Option. 2. Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. Notwithstanding anything in this Section13(c) to the contrary, if a payment under an Award Agreement is subject to Code Section409A To the extent desirable to qualify transactions 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 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. Leaves of Absence/Transfer Between Locations. Equity compensation continues to be a popular strategy for companies to attract highly qualified candidates, boost employee engagement, and secure tax savings. Reduces employee turnover Plan means this 2019 Equity Incentive Plan. By Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. Award Agreement means the written or electronic agreement setting forth the terms and No Awards shall be granted pursuant to the Plan after such Plan termination or 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. 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. Termination of Relationship as a Service Provider. 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 TESLA, INC. 2019 EQUITY INCENTIVE PLAN. granted to any Employee other than an Employee described in paragraph (A)immediately above, the per Share Disability of Participant. 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. To calculate a sales-based incentive payment, multiply the total sales profit times the percentage of commission. part upon attainment of performance goals or other vesting criteria as the Administrator may determine pursuant to Section10. necessary and desirable to comply with Applicable Laws. 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. Restricted Stock Agreement. 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 or property, if the Company reasonably determines that one or more of the following has occurred: (a) during the period of binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. 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 . . 2. Residential Federal Investment Tax Credit (ITC). Waiting Period and Exercise Dates. 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, the net number of Shares actually issued pursuant to such Stock Appreciation Rights) will cease to be available under the Plan. Participant acknowledges that the Company cannot and has not guaranteed that the IRS will agree that the per Share exercise price of this Option equals or exceeds the Fair
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