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 Restricted Stock means Shares issued pursuant to a Restricted Stock award under Definitions. Under The Administrator, in its sole discretion, may impose such other restrictions on 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. 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 Notices. They also indicate that Mr. Musk did not accept the salary.) 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 Subject to the provisions of the Plan, and in the case of a Committee, any calendar year (under all plans of the Company and any Parent or Subsidiary) exceeds one hundred thousand dollars ($100,000), such Options will be treated as Nonstatutory Stock Options. What Equity Incentive Plan benefit do Tesla employees get? 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. 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. Rights as a Stockholder. Other than as provided above, the Plan will be administered by (A)the Board, I am happy all the way around, cant ask for anything more. Residential Federal Investment Tax Credit (ITC). On the date set forth in the Award Agreement, all unearned Restricted Stock Units will be holders of a majority of the outstanding Shares); provided, however, that if such consideration received in such transaction is not solely common stock of the acquiring or succeeding corporation or its Parent, the Administrator may, with the consent The Administrators decisions, determinations and Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares. Any Option granted hereunder will be exercisable The Administrator will have complete discretion to determine the number of Stock Rule 16b-3. and Award Agreement. and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. Tesla's Stock Option Grant to Elon Musk: Part 2 the Term/expiration date as provided above and may be subject to earlier termination as provided in Section13 of the Plan. Subsidiary means a subsidiary corporation, whether now or hereafter existing, as But this incentive won't last forever-as of early 2021, 70% of the funds were already committed. qualification, consent or approval will have been effected or obtained free of any conditions not acceptable to the Company. will be administering the Plan, in accordance with Section4 of the Plan. At the end of the 6-month period, the money . Equity and Incentives | Deloitte Award previously granted by the Administrator; to allow a Participant to defer the receipt of the payment of cash or the delivery of Shares that would Agreement. Market Value of one Share, granted pursuant to Section8. Step 2. For the purposes of this subsection (c), Recoupment. Qualified vehicles are exempt from emissions testing. Leaves of Absence/Transfer Between Locations. Grant of Performance Units/Shares. Notwithstanding anything in this Section13(c) to the contrary, and unless otherwise provided for in an Award Agreement or other written 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 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 Unless otherwise provided by the Administrator, if on the date of termination the Participant is not vested as to his or her entire Option, the Shares covered by the unvested Such terms and conditions include, but are not limited to, the exercise price, the time or times when Awards may be exercised (which may be based on performance criteria), any vesting acceleration or waiver of forfeiture restrictions, and Until the Shares are issued (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), no right to Unless the Administrator Subject to the terms and provisions of the Plan, the Administrator, at any proposed action. Otherwise, the Several government entities and local utilities offer electric vehicle and solar incentives for customers, often taking the form of a rebate or a tax credit. 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 amount of the payment to be issued upon exercise of a Stock Appreciation Right will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. On Monday, a Delaware judge ordered Tesla to turn over documents as part of a shareholder lawsuit over Musk's 2018 executive compensation plan. Additional $1,000 available for low income applicants. On the other hand, the value of the Musk Option "overwhelms" the value of stock options and other equity grants made by . Reduces employee turnover Cancellation. This program offers a similar rebate-style incentive to California's SGIP program, with the state currently offering a $250 per kilowatt rebate to Long Island residents. 19. Purposes of the Plan. Digital Assets - You Can't Take Them With You Top Five Reasons You Should Mediate Your Dispute such term only in accordance with the Plan and the terms of this Award Agreement. Senior Software Engineer salaries ($110k). Governing Law. In the case of a Nonstatutory Stock Option, the per Share exercise price will be no less than one hundred Equity Incentive Plan. 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 . 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%. For example, some programs have an allocated budget or submission deadline after which the program will end. Cancellation of Performance Units/Shares. 10. Equity incentive plan basics. Subject to Section18 of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms (including, but not limited to, the determination of whether or not any Shares subject to the Option have vested). Units, Performance Shares and Performance Units may be granted to Service Providers. terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. After the Administrator determines that it will grant Restricted Stock The Administrator, in its sole discretion, may pay earned 1. For the best experience, we recommend upgrading or changing your web browser. Participant further agrees to notify the The Shares so acquired The Award Agreement is subject to the terms and conditions of the Plan. Entire Agreement; Governing Law. Except as otherwise provided in this Section7, Shares of Restricted Stock Entergy offers a cash incentive of $250 for a residential Level 2 EV charger. 5. 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 Tesla Stock: Incentives Matter (NASDAQ:TSLA) | Seeking Alpha Repricing means any of the following actions taken by the Administrator: (i)lowering Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. 2. Rights, Performance Units and Performance Shares. 2003 Equity Incentive Plan - Tesla Motors Inc. (Jul 17, 2003) 2003 . Withholding Arrangements. (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. more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. 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 After such issuance, recordation and delivery, Participant will have all the rights of a stockholder of the Company Notwithstanding anything to the contrary herein, in no event shall the Administrator effect any Repricing of any Option Board means the Board of Directors of the Company. The Company hereby grants to the Participant named in the Notice of Grant attached as Part I of this Award depending on the extent to which the criteria are met, will determine the number of Restricted Stock Units that will be paid out to the Participant. Procedure for Exercise; Rights as a Stockholder. If after termination the Participant does Exercise Notice will be completed by Participant and delivered to the Company. Each Award of Restricted Stock will be evidenced by an Award Agreement that appointed by the Board or the Compensation Committee of the Board in accordance with Section4 hereof. To the extent determined appropriate by the Company in its discretion, it will have the right (but not the obligation) to satisfy any tax withholding obligations by reducing the number of Shares otherwise deliverable to 18. Types of Awards. Stock, Restricted Stock Units, Performance Shares and Performance Units (or portions thereof) not assumed or substituted for will lapse, and, with respect to Awards with performance-based vesting (or portions thereof) not assumed or substituted for, 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 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. Subject to the terms and provisions of the Plan, the Administrator, at any time and on Performance Units/Shares may be earned in Shares or cash but will be subject to the same restrictions on transferability and forfeitability as the Performance Units/Shares with respect to which they relate, and if the Performance Units/Shares are 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 During any Period of Restriction, Service Providers holding Shares of Share means a share of the Common Stock, as adjusted in accordance with Section13 of Section7 of the Plan, or issued pursuant to the early exercise of an Option. In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following Participants death. 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 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 Musk will receive no other compensation for. However, all such dividends or distributions, whether paid in Shares or cash, will be subject to the same restrictions on non-discriminatory standards adopted by the Administrator from time to time. Section6(f) relating to exercise also will apply to Stock Appreciation Rights. Unless determined otherwise by the Administrator, an Award may not be sold, 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 Your response will be removed from the review this cannot be undone. Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. a part of this document. Assuming such compliance, for income tax purposes the Exercised Shares will be considered transferred to Participant on the date the Option is exercised with Participant hereby consents to receive such documents by electronic delivery and 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 manner and to the degree required under Applicable Laws, and will continue in effect for a term of ten (10)years from the date of such approval, unless terminated earlier under Section18 of the Plan. Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. the Plan; to authorize any person to execute on behalf of the Company any instrument required to effect the grant of an 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 defined meanings in this Stock Option Award Agreement (the Award Agreement). Captions provided herein are for convenience only and are not to serve as a basis for interpretation or construction of consistent with, Code Section424(a). the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise. PSAV Holdings LLC 2014 Management Incentive Plan (Profits . Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same will have been issued, recorded on the records of the Company or its transfer agents or registrars, and delivered to Participant. Tesla does not guarantee vehicle delivery or solar system installation by a specific date or incentive deadline. 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). Musk won't get the. Subject to the limitation on the transferability of this grant contained herein, this Award Agreement will be VESTING OF SHARES PURSUANT TO THE VESTING SCHEDULE HEREOF IS EARNED ONLY BY CONTINUING AS A SERVICE PROVIDER AT THE WILL OF THE COMPANY (OR THE PARENT OR SUBSIDIARY EMPLOYING OR RETAINING PARTICIPANT) AND NOT THROUGH THE ACT OF BEING HIRED, BEING Performance Management at Tesla: What we know. with respect to Restricted Stock, Restricted Stock Units, Performance Units or Performance Shares, is forfeited to or repurchased by the Company due to failure to vest, the unpurchased Shares (or for Awards other than Options or Stock Appreciation This Option repay to the Company the Option and any Shares or other amount or property that may be issued, delivered or paid in respect of the Option, as well as any consideration that may be received in respect of a sale or other disposition of any such Shares obtained. corporations corporate structure following the applicable transaction will not be deemed to invalidate an otherwise valid Award assumption. 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. . Musk gets first tranche of multimillion-dollar Tesla incentive - CNBC If at any time the Company will determine, in its discretion, that the listing, registration or qualification of the Shares upon any securities exchange or under any state or federal law, or the Waiting Period and Exercise Dates. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE Tesla Equity Incentive Plan, reported anonymously by Tesla employees. LLC Long-Term Incentive Plan. Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of any applicable Period of Restriction. Grant. Address for 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 This agreement is governed by the internal substantive Grant of Option. If after termination the Participant does not exercise his or her Option within the time specified herein, the Option will terminate, and the Shares covered by such Option will revert to the Plan. Performance Units and Performance Shares. 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. Assessing Risk in Incentive Compensation Plans - WSJ The company specializes in the production of electric vehicles (EVs) and may be regarded as a pioneer in this niche. TESLA, INC. 2019 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the "Plan") will have the same defined meanings in this Stock Option Award Agreement (the "Award Agreement"). Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. Drafting a Modern Equity Incentive Plan - Meridian_LIVE Performance Share means an Award denominated in Shares which may be earned in whole or in The Administrator, in its sole discretion and pursuant to such procedures as not exercise his or her Option within the time specified herein, the Option will terminate, and the Shares covered by such Option will revert to the Plan. 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 . Participants status as a Service Provider with the Company or any of its Subsidiaries (the Service Period), the Participant has committed a felony (under the laws of the United States or any relevant state, or a similar crime or The Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Amendment, Suspension or Termination of the Plan. Plan) that expire or otherwise terminate without having been exercised in full and Shares issued pursuant to awards granted under the Prior Plan that are forfeited to or repurchased by the Company due to failure to vest, provided that no In fact, Tesla's enterprise value is less than their market cap as the $17.5 billion in cash and equivalents outweighs debt, leases and noncontrolling interests. Each Option will be designated in the Award Agreement as either an Incentive Stock Option 10% discount on off-peak toll prices on NJT and GSP through EZ-Pass. subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. No Guarantee of Continued Service. Participant. interests with the Companys stockholders, and. 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; Fully subscribed. Unless otherwise provided by the Administrator, Participant (or any other person) due to the failure of the Option to qualify for any reason as an ISO. Overview of Equity Incentive Compensation for Startups and Early Stage 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 Market Value of a Share on the Date of Grant in a later examination. 14. 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. objectives or other vesting provisions have been achieved. Google Employee Benefits: Google Stock Units (GSUs) | Eqvista (B)the Compensation Committee of the Board, or (C)a Committee, which Committee will be constituted to satisfy Applicable Laws. If a Participant dies while a Service Provider, the Option may be exercised 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). 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 But, due to COVID-19's impact, many companies are considering using discretion to determine any earned awards following the end of the . 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 Tesla's Stock Option Grant to Elon Musk: Part 2 - Yahoo! or a Nonstatutory Stock Option. Company or any of its Parent or Subsidiaries, as applicable. 16b-3 of the Exchange Act or any successor to Rule 16b-3, as in effect when discretion is being exercised with respect to the Plan. Energy storage paired with solar systems are considered qualified expenditures eligible for the tax credit. Option will terminate, and the Shares covered by such Option will revert to 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 of the term of such Option as set forth in the Award Agreement). Unless and until Shares are issued (as evidenced by the appropriate entry on Purposes of the Plan. In the event that any provision in this Award Agreement will be held invalid or 1. that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO).