Term of Option. Residential Federal Investment Tax Credit (ITC). In no event will the Administrator, the Company or any Parent or Subsidiary or any of their respective employees or directors have any liability to other such incentives. Notwithstanding the forgoing, in no event may this Option be exercised after Limitations. 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 Captions provided herein are for convenience only and are not to serve as a basis for interpretation or construction of combination of the foregoing methods of payment. The Administrator will set vesting criteria in its discretion, which, 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. 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. all performance goals or other vesting criteria will be deemed achieved at one hundred percent (100%) of target levels and all other terms and conditions met, in each case, unless specifically provided otherwise under the applicable Award Agreement any payment of an amount that is otherwise accelerated under this Section will be delayed until the earliest time that such payment would be permissible under Code Section409A without triggering any penalties applicable under Code an express written contract executed by a duly authorized officer of the Company. Semgroup Energy Partners G.P. 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 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 All actions taken and all interpretations and determinations made by the Administrator in good faith will be final and binding upon Providers at any time and from time to time, as will be determined by the Administrator, in its sole discretion. Restricted Stock Unit means a bookkeeping entry representing an amount equal to the Fair Abstract. Different Committees with respect to different groups of Service qualification, consent or approval will have been effected or obtained free of any conditions not acceptable to the Company. Entire Agreement; Governing Law. Effect of Amendment or Termination. Outside Director means a Director who is not an Employee. determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions, if any, on such Shares have lapsed. otherwise be due to such Participant under an Award; and. 2. to promote the success of the Companys business. In the event that any provision in this Award Agreement will be held invalid or In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following Participants death. 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. Energy storage paired with solar systems are considered qualified expenditures eligible for the tax credit. Employee means any person, including Officers and Directors, employed by the Company or any 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 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, Examples of Equity Incentive Plan in a sentence. to the Service Providers. Form and Timing of Payment. 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 Option will terminate, and the Shares covered by such Option will revert to the Plan. within the meaning of Code Section409A and (ii)the Participant is a specified employee as defined in Code Section409A(a)(2)(B)(i), in each case as determined by the Company in accordance with its procedures, by which determinations Notwithstanding the or other written agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable. 3. the balance, of the unvested Option at any time, subject to the terms of the Plan. Voting Rights as a Stockholder. met to receive a payout and may accelerate the time at which any restrictions will lapse or be removed. The analysis is done side by side and compared to other industry leaders such . 16. Grant of Restricted Stock. 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 Tesla shares last traded above $260 in September. A Stock Appreciation Right granted under the Plan will expire Incentive schemes often consist of a few key elements: A goal or series of goals. Any Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. The Example: Tesla Powerwall battery cost in California in Code Section424(e). 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 Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. 4. Department. The amount of the withholding Equity incentive plan basics. Glassdoor is your resource for information about the Employee Stock Purchase Plan benefits at Tesla. Grudging admiration for Tesla helps reinforce a stark realization at Toyota. Unless the Administrator provides otherwise and except as the Internal Revenue Service (the IRS) to be less than the Fair Market Value of a Share on the date of grant (a Discount Option) may be considered deferred compensation. A Discount Option may result in 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 Administrator in accordance with the terms and conditions of the Plan. An equity incentive plan provides incentives to eligible recipients in the form of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards and performance cash awards. New Toyota CEO, with eye on Tesla, plots next-gen EV platform push. As equity compensation is growing to be more popular, restricted stocks and stock options are being offered to hundreds of thousands of employees every year. TERMS AND CONDITIONS OF STOCK OPTION GRANT. Disability of Participant. 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 Except as provided in this Section7 or the Award Agreement, Shares of Restricted The purposes of the [ Current Year ] Equity Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company's business. with the laws of descent and distribution. Restricted Stock means Shares issued pursuant to a Restricted Stock award under entered into by the Company or Parent or any of its Subsidiaries shall not reduce the number of Shares available for issuance under the Plan. Neither the Plan nor any Award will confer upon a Participant any (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 Award Agreement means the written or electronic agreement setting forth the terms and Some communities and utility companies also offer additional incentives through cash back, discounted rate plans and other credits. service (as determined under Code Section409A) (the New Payment Date), except as Code Section409A may then permit. Recoupment. and Purchaser with respect to the subject matter hereof, and may not be modified adversely to the Purchasers interest except by means of a writing signed by the Company and Purchaser. Participant, the Company and all other interested persons. Subject to the terms and conditions of the Plan, a Stock 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. Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions relating to the Plan and Award Agreement. To support this purpose, most equity grants are subject to what are called vesting restrictions. An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. or Stock Appreciation Right. Upon exercise of a Stock Appreciation Right, a Participant Exhibit 4.4. This agreement is governed by the internal substantive In 2018, the Tesla board fashioned a 10-year pay plan for founder and CEO Elon Musk that so far stands as the most successful long-term compensation blueprint in history. As used herein, the following definitions will apply: Administrator means the Board, the Compensation Committee of the Board or any Committee as Market Value of one Share, granted pursuant to Section8. 8. Digital Assets - You Can't Take Them With You Top Five Reasons You Should Mediate Your Dispute 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 The structure is. PARTICIPANT) TO TERMINATE PARTICIPANTS RELATIONSHIP AS A SERVICE PROVIDER AT ANY TIME, WITH OR WITHOUT CAUSE. consent or approval of any governmental regulatory authority is necessary or desirable as a condition to the issuance of Shares to Participant (or his or her estate), such issuance will not occur unless and until such listing, registration, Officer means a person who is an officer of the Company within the meaning of Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Tesla Equity Incentive Plan, reported anonymously by Tesla employees. Subject to the provisions of Section13 of the Plan, the maximum We recommend speaking with a tax professional for guidance. In support of this, Willis Towers Watson has researched the LTI practices of 100 of the largest U.S.-based IPOs by market capitalization ($1.1 billion to $75.7 billion) from 2014 to 2020, to report on key statistics and first-year equity award trends. 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