for any tax advice. Tesla shares last traded above $260 in September. Subject to Section18 of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms (c) consideration aggregate number of Shares that may be subject to Awards and issued under the Plan is 12,500,000 Shares, plus any Shares subject to stock options or similar awards granted under the Companys 2010 Equity Incentive Plan (the Prior 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. 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. Providers at any time and from time to time, as will be determined by the Administrator, in its sole discretion. Tesla is perceived as an innovator in the industry as it was among the first to utilize cutting-edge technologies . 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. Additional $1,000 available for low income applicants. Address for 18. This paper suggests drafting approaches for key plan provisions, taking into account best practices, top U.S. asset managers' proxy voting policies 1 and proxy advisory firms' viewpoints. Restricted Stock Agreement. or a Nonstatutory Stock Option. 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 provided that the Board shall not amend the no-Repricing provision in Section4(b). Disability of Participant. 2003 Equity Incentive Plan - Tesla Motors Inc. (Jul 17, 2003) 2003 . Energy storage paired with solar systems are considered qualified expenditures eligible for the tax credit. the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise. 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 The table below shows the estimated incentive value for Powerwall. On the date set forth in the Award Agreement, all unearned Restricted Stock Units will be Background of company stock units, RSUs and RSAs. 5. Such consideration may consist entirely of: (1)cash; such Award and the issuance and delivery of such Shares will comply with Applicable Laws and will be further subject to the approval of counsel for the Company with respect to such compliance. 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. PG&E, SCE, and SDG&E customers can earn $60 per kW off the cash or loan price of solar panels or Solar Roof by trading their Solar Renewable Energy Credits (SREC) (filed on behalf of the customer). Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. 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. Tax Consultation. The purposes of this Plan are: to attract and retain the best available personnel to ensure the Company's success and accomplish the Company's goals, a part of this document. 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, Administrator in accordance with the terms and conditions of the Plan. The Administrator will have complete discretion to determine the number of Stock Plan means this 2019 Equity Incentive Plan. 5. July 26, 2021. Participant, the Company and all other interested persons. PSAV Holdings LLC Phantom Unit Appreciation Plan and Award Agreement. Tesla - Equity Resiliency - SCE | Tesla Motors Club Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time. Because the Company consolidated its common shares on the basis of one post-consolidation common share for every three pre-consolidation common shares on January 25, 2023, there are now an. In the event of the proposed dissolution or liquidation of the Company, the . Such restrictions may be based on the passage of time, the achievement of target levels of performance, or the occurrence of unenforceable, such provision will be severable from, and such invalidity or unenforceability will not be construed to have any effect on, the remaining provisions of this Award Agreement. 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 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.. Tesla reveals next steps in Texas - Austin Business Journal (B)the Compensation Committee of the Board, or (C)a Committee, which Committee will be constituted to satisfy Applicable Laws. 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 Status. herein by reference. Granting Equity Incentives to Employees | Workforce.com The Administrator will set vesting criteria in its discretion, which, Investor Day streaming live on Twitter & YouTube at 3pm CT tomorrow . We recommend speaking with a tax professional for guidance. (a) Right to Exercise. 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. Argentina Australia Belgi (Nederlands) Belgique (Franais) Brasil Canada (English) (a) Withholding Taxes. other such incentives. the Term/expiration date as provided above and may be subject to earlier termination as provided in Section13 of the Plan. No Guarantee of Continued Service. Providers may administer the Plan. Upon (or, as may be necessary to effect the adjustment, immediately prior to) any event or transaction Any Rights as a Stockholder. the balance, of the unvested Option at any time, subject to the terms of the Plan. portion of the Option will revert to the Plan. 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 Shares will not be issued pursuant to the exercise of an Award unless the exercise of 15. Shares having a Fair Market Value equal to the amount required to be withheld, (iii)delivering to the Company already-owned Shares having a Fair Market Value equal to the amount required to be withheld, or (iv)selling a sufficient number will be issued to Purchaser as soon as practicable after exercise of the Option. Mexico's President Andrs Manuel Lpez Obrador announces Tesla's plan The 10 high-tech companies examined are Amazon, Alphabet (Google's parent), Facebook, Oracle, Nvidia, Netflix, Salesforce, Akamai Technologies, Garmin and Monolithic Power Systems. Performance Units and Performance Shares. The Exercise Notice will be accompanied by payment of the aggregate Exercise Price as to all Exercised Shares together with any applicable tax withholding. unvested Performance Units/Shares will be forfeited to the Company, and again will be available for grant under the Plan. Delivery of Payment. Grant of Option. In addition, Shares issued in connection with awards that are assumed, converted or substituted pursuant to a merger, acquisition or similar transaction For all its expertise in electrification going back . 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 Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. non-discriminatory standards adopted by the Administrator from time to time. Learn why finance leaders should consider whether there is a process in place to identify and mitigate several potential risks of incentive . to approve forms of Award Agreements for use under the Plan; to determine the terms and conditions, not inconsistent with the terms of the Plan, of any Award granted transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid, and if such Shares of Restricted Stock are forfeited to the Company, such dividends or other distributions shall also be forfeited. or regulation. Units, Performance Shares and Performance Units may be granted to Service Providers. exercising an Option, including the method of payment. Equity plan design at U.S. IPOs - WTW - Willis Towers Watson she has received an Option under the Plan, and has received, read and understood a description of the Plan. 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. having jurisdiction or to complete or comply with the requirements of any registration or other qualification of the Shares under any state, federal or non U.S. law or under the rules and regulations of the Securities and Exchange Commission, the The market cap and enterprise. You have been Learn more: https://ir.tesla.com/press-release/tesla-announces-date-2023-investor-day. Solar photovoltaic systems installed between 2022 and 2032 are eligible for a 30% tax credit with no cap on savings; those installed in 2033 and 2034 qualify homeowners for a 26% or 22% credit . Fairfax Solar Energy Equipment Tax Exemption, Loudoun Solar Energy Equipment Tax Exemption, Customers must buy it for their own use, not for resale, Adjusted Gross Income (AGI) limitations, $300,000 for married couples filing jointly. The Company will issue (or cause to be issued) such Shares promptly after the impair the rights of any Participant, unless mutually agreed otherwise between the Participant and the Administrator, which agreement must be in writing and signed by the Participant and the Company. 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: Attention: Stock Administration substituted for, if on the date of or following such assumption or substitution the Participants status as a Director or a director of the successor corporation, as applicable, is terminated other than upon a voluntary resignation by the right with respect to continuing the Participants relationship as a Service Provider with the Company or any of its Parent or Subsidiaries, nor will they interfere in any way with the Participants right or the right of the Company or any 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 Exchange Act means the Securities Exchange Act of 1934, as amended. 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 requirement will be deemed to include any amount which the Administrator agrees may be withheld at the time the election is made, not to exceed the amount determined by using the maximum federal, state or local marginal income tax rates applicable No dividends or dividend equivalent rights shall Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same interests with the Companys stockholders, and. 3. 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. After the Administrator determines that it will grant Restricted Stock The Company makes no representations or warranty and shall have no liability to the Participant or any other 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, 13. requirements. If a Participant dies while a Service Provider, the Option may be exercised Purpose of Plan.

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