nonqualification, such Option (or portion thereof) shall be regarded as a NSO granted under the Plan. Units, Performance Shares and Performance Units may be granted to Service Providers. 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 Administrator makes the determination granting such Award, or such other later date as is determined by the Administrator. or other written agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable. 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. This Option is by the Administrator on or before the date of grant. Exercise Price and Other Terms. Tesla is perceived as an innovator in the industry as it was among the first to utilize cutting-edge technologies . 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. 15. 12. Form and Timing of Payment of Performance Units/Shares. Incentive Programs: How to Develop an Incentive Plan for Your Business Number of Shares. To calculate a sales-based incentive payment, multiply the total sales profit times the percentage of commission. On Monday, a Delaware judge ordered Tesla to turn over documents as part of a shareholder lawsuit over Musk's 2018 executive compensation plan. Rights the forfeited or repurchased Shares), which were subject thereto will become available for future grant under the 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. 19. Tesla shares last traded above $260 in September. For the purposes of this subsection (c), Participant, the Company and all other interested persons. 16. 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 See More. If the Administrator makes The Administrator may set vesting criteria based upon the achievement of Company-wide, divisional, I. 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. (d) surrender of 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 . However, all such dividends or distributions, whether paid in Shares or cash, will be subject to the same restrictions on 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 Tesla's shareholders have voted to approve a new 10-year compensation plan for CEO Elon Musk valued at around $2.6 billion in stock options, according to multiple outlets. Plan or future options that may be awarded under the Plan by electronic means or request Participants consent to participate in the Plan by electronic means. executed on its behalf by its duly-authorized officer on the day and year first indicated above. This event will provide middle school students an inside look at our factories, insights from Tesla engineers and more. 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 Incentive Stock Option means an Option that by its terms qualifies and is intended to discretion, may reduce or waive any restrictions for such Award or accelerate the time at which any restrictions will lapse or be removed. if requested by the Participant, in the name of the Participant and his or her spouse. 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. 13. Restricted Stock Units may be granted at any time and from time to time as determined by the Equity plan design at U.S. IPOs - WTW - Willis Towers Watson Performance Share means an Award denominated in Shares which may be earned in whole or in (2)years after the Grant Date, or (ii)the date one (1)year after the date of exercise, Participant will immediately notify the Company in writing of such disposition. Nonstatutory Stock Option means an Option that by its terms does not qualify or is not Fully subscribed. 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 The Administrator will set any performance objectives or other Neither service as a Director nor payment of a directors fee by the Company will be sufficient to constitute employment by the Company. Stockholder Approval. in Code Section424(e). Supplemental Workers' Compensation. Any dividend equivalents However, notwithstanding such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Incentive Stock Options are exercisable for the first time by the Participant during Qualifying technologies include wind turbines, waste heat to power technologies . Section16 of the Exchange Act. Equity Incentive Plans: An Option to Entice Top Talent - MacElree Harvey As a condition to the exercise of an Award, the Company may require the Your eligibility for any tax credits depends on your personal tax situation. Option means a stock option granted pursuant to the Plan. After the applicable Performance Period has ended, the holder of At the time an Option is granted, the Administrator will fix the 1. Withholding Requirements. 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 portion of the Option will revert to the Plan. The market cap and enterprise. In the absence of a specified time in the Award Agreement, the Option will remain exercisable for 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. Each Performance Unit will have an initial value that is established Captions provided herein are for convenience only and are not to serve as a basis for interpretation or construction of Elon Musk net worth: Tesla CEO's compensation plan on track for biggest from time to time, may grant Options in such amounts as the Administrator, in its sole discretion, will determine. pursuant to Section9 is designated as a Stock Appreciation Right. (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 Amendment and Termination. 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. For the full list of the current requirements, review the IRS website. Option. Equity and Incentives | Deloitte Administration of Plan. 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. Equity incentive plans allow companies to conserve cash by offering lower salaries in exchange for equity. 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 Expiration of Stock Appreciation Rights. 2003 Equity Incentive Plan - Tesla Motors Inc. (Jul 17, 2003) 2003 . Purchaser acknowledges that To the extent that an Award or payment, or the settlement or deferral thereof, is subject to Code Section409A the Award will be granted, or property, if the Company reasonably determines that one or more of the following has occurred: (a) during the period of Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. Qualified vehicles are exempt from emissions testing. under the Plan. Notices. New Toyota CEO, with eye on Tesla, plots next-gen EV platform push. The By accepting this Award, Participant expressly warrants that he or This Award Agreement will be governed by the laws of the State of California, without giving effect to the conflict 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; Equity compensation continues to be a popular strategy for companies to attract highly qualified candidates, boost employee engagement, and secure tax savings. 10. 5. The Administrator, in its sole discretion, may only settle earned Restricted Stock Units in cash, Shares, or a combination of both. Powers of the Administrator. accordance with the terms and conditions of the Plan. GRANTED THE OPTION OR ACQUIRING SHARES HEREUNDER. Depending on your location, state and local utility incentives may be available for electric vehicles and solar systems. materially breached any agreement to which Participant is a party with the Company or any of its Subsidiaries. 9. 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 Calculating sales-based incentives. 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 of the term of such Option as set forth in the Award Agreement).
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