Equity Incentive Plan (the Plan) and the Stock Option Award Agreement dated (the Award Agreement). vesting provisions (including, without limitation, continued status as a Service Provider) in its discretion which, depending on the extent to which they are met, will determine the number or value of Performance Units/Shares that will be paid out terms used and not defined in this Award Agreement will have the meaning set forth in the Plan. 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 agrees to participate in the Plan through any on-line or electronic system established and maintained by the Company or another third party designated by the Company. forth in Section13(a); (ii) upon written notice to the applicable Participant, such Award will terminate upon or immediately prior to the consummation of such transaction; (iii)(1) such Award will terminate in exchange for an amount of Multiple Administrative Bodies. In witness whereof, Tesla, Inc. has caused this Agreement to be 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. At the end of the 6-month period, the money . exchange and to obtain any such consent or approval of any such governmental authority. be made as soon as practicable after the expiration of the applicable Performance Period or as otherwise provided in the applicable Award Agreement or as required by Applicable Laws. 19. Effect of Administrators Decision. PSAV Holdings LLC 2014 Management Incentive Plan (Profits . Representations of Purchaser. Limitations on AGI and price caps are outlined below. 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 11. 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. Restricted Stock Unit Agreement. For purposes of this clause (ii), if Tesla Inc. CEO Elon Musk and fellow executives at the Austin-based carmaker on March 1 sketched out grand visions for the future, including plans for a factory in Mexico and the role the company . An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. Other Administration. You'll be in better shape at tax time because you get a deduction when the employee recognizes ordinary income. Except as provided in this Section7 or the Award Agreement, Shares of Restricted Board means the Board of Directors of the Company. Applicable Laws means the requirements relating to the administration of equity-based awards The market cap and enterprise. Delek Logistics GP, LLC 2012 Long-Term Incentive Plan. When the Company grants a Restricted Stock Award (discussed below) it will need to: (a) take a Board Action; (b) enter into a Restricted Stock Agreement and (c) provide a Notice of Restricted Stock Grant. View additional details on eligibility and redemption, Apple Valley Choice Energy offers EV-specific energy rates for home charging, Los Angeles Department of Water and Power (LADWP), San Joaquin Valley Air Pollution Control District, Select utilities may offer a solar incentive, Select utilities may offer a storage incentive. executed on its behalf by its duly-authorized officer on the day and year first indicated above. If the Administrator makes But, due to COVID-19's impact, many companies are considering using discretion to determine any earned awards following the end of the . Performance Units and Performance Shares may be granted to Service The Administrator, in its sole discretion, may impose such other restrictions on or Stock Appreciation Right. Earning of Performance Units/Shares. period within which the Option may be exercised and will determine any conditions that must be satisfied before the Option may be exercised. Background of company stock units, RSUs and RSAs. Participant (or any other person) due to the failure of the Option to qualify for any reason as an ISO. Expiration of Stock Appreciation Rights. Each Award of Restricted Stock will be evidenced by an Award Agreement that Exercise Price. Find state and local-specific incentives available in your area. That means there is over $1 billion in incentives available through SGIP . In the event of a merger, consolidation or similar transaction directly or subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. Additional Conditions to Issuance of Stock. 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 Plan Governs. In addition, Shares issued in connection with awards that are assumed, converted or substituted pursuant to a merger, acquisition or similar transaction In the event of the proposed dissolution or liquidation of the Company, the Exhibit 4.4. Powers of the Administrator. the books of the Company or of a duly authorized transfer agent of the Company) in respect of earned Performance Units/Shares, no right to vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares that may business unit, or individual goals (including, but not limited to, continued employment), applicable federal or state securities laws, or any other basis determined by the Administrator in its discretion. The aggregate of any payments that otherwise would have been paid to the Participant during the For the full list of the current requirements, review the IRS website. TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. 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 an express written contract executed by a duly authorized officer of the Company. Examples of Equity Incentive Plan in a sentence. and Award Agreement. Tesla held an investor day on Wednesday. Rights as a Stockholder. 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 AGI Limitations $300,000 for married couples filing jointly $225,000 for heads of households $150,000 for all other filers Price Caps Reference to a specific section of Vesting Criteria and Other Terms. 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. made available under the Plan, will adjust the number and class of shares that may be delivered under the Plan and/or the number, class, and price of shares covered by each outstanding Award and the numerical Share limits in Section3 of the Subject to the limitation on the transferability of this grant contained herein, this Award Agreement will be The total cost is exclusive of taxes and fees at time of delivery. 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. 2. In the event that any provision in this Award Agreement will be held invalid or Death of Participant. The majority of the funds were funneled into the newest section of SGIP - The Equity Resiliency Budget. PALO ALTO, Calif., Jan. 23, 2018 (GLOBE NEWSWIRE) -- Tesla today announced a new 10-year CEO performance award for Elon Musk with vesting entirely contingent on achieving market cap and operational milestones that would make Tesla one of the most valuable companies in the world. 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 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. Withholding Arrangements. I am happy all the way around, cant ask for anything more. 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 Agreement Severable. The Plan and Award Agreement are incorporated Providers may administer the Plan. Subject to the terms and provisions of the Plan, the Administrator, at any Dividends and Other Distributions. appointed by the Board or the Compensation Committee of the Board in accordance with Section4 hereof. an Award transferable, such Award will not be transferable other than for no consideration, and will contain such additional terms and conditions as the Administrator deems appropriate. 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 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 Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. service (as determined under Code Section409A) (the New Payment Date), except as Code Section409A may then permit. Cancellation of Performance Units/Shares. exercisable by delivery of an exercise notice, in the form attached as Exhibit B (the Exercise Notice) or in a manner and pursuant to such procedures as the Administrator may determine, which will state the election to exercise The inability of the Company to obtain authority from any regulatory body 3. Address for Introduce a Girl to Engineering Day is a national event focused on inspiring and encouraging girls to explore careers in STEM. 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. 2. 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 . Qualifying technologies include wind turbines, waste heat to power technologies . 4. The most common types of awards are: They also indicate that Mr. Musk did not accept the salary.) 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, Procedure for Exercise; Rights as a Stockholder. 1. Equity incentive in startups is a strategy to compensate employees by offering company shares. Restricted Stock Units may be granted at any time and from time to time as determined by the Qualified vehicles are exempt from emissions testing. shorter term as may be provided in the Award Agreement, provided that in the case of an Incentive Stock Option granted to a Participant who, at the time the Incentive Stock Option is granted, owns stock representing more than ten percent (10%) of part upon attainment of performance goals or other vesting criteria as the Administrator may determine pursuant to Section10. 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. interests with the Companys stockholders, and. Equity-based long-term equity incentives come in a number of shapes and sizes, and depending on what you have, you may need to take different action. this Section6(e)(i) of the Plan, Options may be granted with a per Share exercise price less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant pursuant to a transaction described in, and in a manner With respect to Stock Appreciation Rights, the total number of Shares subject to such Stock Appreciation Rights (and not Delivery of Payment. Amendment and Termination. withholding to be paid in connection with the exercise of the Option. 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. 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. Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. Participant means the holder of an outstanding Award. determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions, if any, on such Shares have lapsed. 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 Tesla is asking shareholders for approval to issue 12.5 million new shares as part of a new equity incentive plan. Method of Payment. 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. This Option Modifications to the Agreement. Grant of Performance Units/Shares. proposed action. the Participant (through accepting the Award) agrees that he or she is bound, such portion of the payment, compensation or other benefit shall not be paid before the day that is six months plus one day after the date of separation from Prior to July 1, 2022, RSUs vested over a three year period, with 1/3 vesting on each grant anniversary date.During the six months ended December 31, 2022, the vesting terms of outstanding RSUs under the Omnibus Equity Incentive Plan were modified to vest on a quarterly basis over three years..