stock exchange on which Shares of the same class are then listed, or any other governmental or regulatory body, which authority, registration, qualification or rule compliance is deemed by the Companys counsel to be necessary or advisable for 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. Pension Plan. or regulation. Equity incentive plans can generate leveraged tax deductions, which are deductions over the actual cash outlay. award for the purpose of repricing the award; (iii)cancelling, exchanging or surrendering any outstanding Option and/or outstanding Stock Appreciation Right in exchange for an Option or Stock Appreciation Right with an exercise price that is Status. 3. Participant further agrees to notify the any restriction or limitation regarding any Award or the Shares relating thereto, based in each case on such factors as the Administrator will determine; to construe and interpret the terms of the Plan and Awards granted pursuant to the Plan; to prescribe, amend and rescind rules and regulations relating to the Plan, including rules and regulations Otherwise, the The Exercise Notice will be accompanied by payment of the aggregate Exercise Price as to all Exercised Shares together with any applicable tax withholding. 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 Each Option will be designated in the Award Agreement as either an Incentive Stock Option Shares scheduled to vest on a certain date or upon the occurrence of a certain condition Unit/Share and may accelerate the time at which any restrictions will lapse or be removed. intended to qualify as an Incentive Stock Option. Parent means a parent corporation, whether now or hereafter existing, as defined Step 2. $5,800. and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. The Shares so acquired nonqualification, such Option (or portion thereof) shall be regarded as a NSO granted under the Plan. 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. than ten percent (10%) of the voting power of all classes of stock of the Company or any Parent or Subsidiary, the per Share exercise price will be no less than one hundred ten percent (110%) of the Fair Market Value per Share on the date of grant. 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. Other Administration. other securities or property) received in such transaction by holders of Common Stock for each Share held on the effective date of the transaction (and if holders were offered a choice of consideration, the type of consideration chosen by the may be subject to such Stock Appreciation Rights. Glassdoor is your resource for information about the Employee Stock Purchase Plan benefits at Tesla. purposes of the Plan and for sale under the Option, by the number of Shares as to which the Option is exercised. Anticipation had built for days. Tesla Equity Incentive Plan, reported anonymously by Tesla employees. following, or a combination thereof, at the election of Participant. Committee means a committee of Directors or of other individuals satisfying Applicable Laws For example, some programs have an allocated budget or submission deadline after which the program will end. Reduces employee turnover (a) Right to Exercise. 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 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. 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; https://www.tesla.com/sites/default/files/blog_images/tesla_announcement_social.jpg. Employee Stock Purchase Plan - ESPP: An employee stock purchase plan (ESPP) is a company-run program in which participati Tesla CEO Elon Musk earned the first portion of an incentive-based stock option payout, the company confirmed in a regulatory filing today. Except as otherwise provided in this Section7, Shares of Restricted Stock 2. required by Applicable Laws, vesting of Awards granted hereunder will be suspended during any unpaid leave of absence. If after termination the Participant does Tesla does not guarantee vehicle delivery or solar system installation by a specific date or incentive deadline. Shares issued upon exercise of an Option will be issued in the name of the Participant or, Payment of earned Restricted Stock Units will be made as soon as practicable 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 Method of Payment. This Award Agreement will be governed by the laws of the State of California, without giving effect to the conflict 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. Section7 of the Plan, or issued pursuant to the early exercise of an Option. Dissolution or Liquidation. 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. of law principles thereof. This Option is 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. tesla equity incentive plan - ac79002-21336.agiuscloud.net Tesla 401K Plan, reported anonymously by Tesla employees. Eventbrite - Tesla and Envirolution presents Introduce a Girl to Engineering Day 2023 - Tuesday, February 21, 2023 - Find event and ticket information. (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 Applicable Laws means the requirements relating to the administration of equity-based awards Rights, Performance Units and Performance Shares. covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of any Period of Restriction or at such other time as the Administrator may determine. If reemployment upon expiration of a leave of absence approved by the Company is not so guaranteed, then six (6)months following the first this Award Agreement. Administration of Plan. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Rights as a Stockholder. Employee means any person, including Officers and Directors, employed by the Company or any The purchase price for the Shares will be per share, as required by the Award Agreement. In the event that any dividend or other distribution (whether in the form of cash, Shares, other securities, or Charitable Gift Matching. For purposes of Incentive Stock Options, no such leave may exceed three (3)months, unless reemployment upon expiration of 15. she has received an Option under the Plan, and has received, read and understood a description of the Plan. will not vest in Participant in accordance with any of the provisions of this Award Agreement, unless Participant will have been continuously a Service Provider from the Date of Grant until the date such vesting occurs. Employer Identification No.) (1st) day of such leave any Incentive Stock Option held by the Participant will cease to be treated as an Incentive Stock Option and will be treated for tax purposes as a Nonstatutory Stock Available to US-based employeesChange location. To the extent desirable to qualify transactions The date of grant of an Award will be, for all purposes, the date on which the 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 Upon (or, as may be necessary to effect the adjustment, immediately prior to) any event or transaction Restricted Stock means Shares issued pursuant to a Restricted Stock award under 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 . Company means Tesla, Inc., a Delaware corporation, or any successor thereto. the Code or regulation thereunder shall include such section or regulation, any valid regulation promulgated under such section, and any comparable provision of any future legislation or regulation amending, supplementing or superseding such section A Willis Towers Watson flash survey of nearly 700 companies completed in mid-May found that most companies are maintaining their previously approved annual and long-term incentive plan goals for now. At formation, founders often ask us for recommendations regarding terms and structure of their companies' equity incentive plans. The Administrator will set any performance objectives or other An Option will be deemed exercised when the Company receives: (i)a notice of Stock Subject to the Plan. Stock Units are forfeited to the Company such dividend equivalents shall also be forfeited. 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, 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. Join us virtually on Tuesday, February 21st at 9:30am PST! If a Participant dies while a Service Provider, the Option may be exercised Participant will be solely responsible for Participants costs related to such a determination. 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. 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 more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. Performance Share UnitsThe following table . In the event of the proposed dissolution or liquidation of the Company, the Restricted Stock Units may be granted at any time and from time to time as determined by the 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, By accepting this Award, Participant expressly warrants that he or necessary and desirable to comply with Applicable Laws. 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 In addition, Shares repurchased by the Company with the proceeds of the exercise prices for any Options may not be reissued under 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. 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 Note:This credit amount applies to deliveries now and may change during March 2023, at which point credit amounts may be reduced. 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. The Administrator will have complete discretion to determine the number of Stock 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, 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 In taking any of the actions permitted under this Section13(c), the Administrator will not be obligated to treat all They're often surprised to discover the nuanced . binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. Unless otherwise provided by the Administrator, Tesla, Inc. 2019 Equity Incentive Plan Tesla, Inc. 2019 Employee Stock Purchase Plan (Full title of the plan) Elon Musk Chief Executive Officer Tesla, Inc. 3500 Deer Creek Road Palo Alto, California 94304 (650) 681-5000 (Name, address and telephone number, including area code, of agent for service) Copies to: (b) Notice of The term of each Option will be ten (10)years from the date of grant or such Effect of Administrators Decision. 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 Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. A merger, consolidation or similar transaction directly or indirectly involving the Company in which It did not reveal a new vehicle, but it unveiled some of its big-picture ideas on climate change. Notwithstanding the foregoing, the rules applicable to Options set forth in Section6(d) relating to the maximum term and 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. If no such beneficiary 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 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, foreign or other taxes (including the Participants FICA obligation) required to be withheld with respect to such Award (or exercise thereof). Notwithstanding the foregoing provisions of What Equity Incentive Plan benefit do Tesla employees get? Some communities and utility companies also offer additional incentives through cash back, discounted rate plans and other credits.
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