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Transferability of Awards. 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 withholding to be paid in connection with the exercise of the Option. 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 (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. Payment of the aggregate Exercise Price will be by any of the Forfeiture Events. subject to such Award, to be solely common stock of the acquiring or succeeding corporation or its Parent equal in fair market value to the per share consideration received by holders of Common Stock in the transaction. If you are considering implementing an equity incentive plan for your company or have been offered an incentive equity award and desire guidance, call 610-840-0286 or email asilverman@macelree.com. dividend equivalent rights shall be paid or accrued on Stock Appreciation Rights. Anticipation had built for days. Status. 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 or property, shall be subject to any recoupment, If 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. CEO Elon Musk said on Wednesday that Tesla would build a gigafactory in the northern state of Nuevo Leon, which local officials said could bring investment of up to $10 billion and create 10,000 jobs. No amendment, alteration, suspension or termination of the Plan will Representations of Purchaser. Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the "Plan") will have the same defined meanings in this Restricted Stock Unit Agreement (the "Award Agreement"), which includes the Notice of Restricted Stock Unit Grant (the "Notice of Grant") and . unvested Performance Units/Shares will be forfeited to the Company, and again will be available for grant under the Plan. Legal Compliance. 2. combination of the foregoing methods of payment. Electronic Delivery. The Company will make all reasonable efforts to meet the requirements of any such state or federal law or securities They also indicate that Mr. Musk did not accept the salary.) Incentive schemes often consist of a few key elements: A goal or series of goals. 1. an Award will be considered assumed if, following the applicable transaction, the Award confers the right to purchase or receive, for each Share subject to the Award immediately prior to such transaction, the consideration (whether stock, cash, or The Administrator will set any performance objectives or other An incentive a reward for . Term of Plan. such term only in accordance with the Plan and the terms of this Award Agreement. View additional details on eligibility and redemption. If the Administrator makes Tesla stock slumped as much as 8% on Thursday as investors appeared disappointed by a lack of details from CEO Elon Musk about new models, including Musk's previously stated goal of a $25,000 car, during the company's "Master Plan Part 3" presentation. Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. Restricted Stock Unit means a bookkeeping entry representing an amount equal to the Fair The Shares may be authorized, but unissued, or reacquired Common Stock. 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. Subject to the provisions of the Plan, and in the case of a Committee, on Performance Units/Shares may be earned in Shares or cash but will be subject to the same restrictions on transferability and forfeitability as the Performance Units/Shares with respect to which they relate, and if the Performance Units/Shares are additional state income, penalty and interest charges to the Participant. the Shares that may be subject to such Restricted Stock Units. 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 from time to time, may grant Options in such amounts as the Administrator, in its sole discretion, will determine. necessary and desirable to comply with Applicable Laws. Company means Tesla, Inc., a Delaware corporation, or any successor thereto. Administrator makes the determination granting such Award, or such other later date as is determined by the Administrator. purchase or disposition of the Shares. Additional $1,000 available for low income applicants. Upon meeting the applicable vesting criteria, the Participant will be As a condition to the exercise of an Award, the Company may require the 3. Employer Identification No.) In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following the Participants termination. $5,800. After the applicable Performance Period has ended, the holder of GA Incentives is a dynamic, fully automated technology platform that calculates income, social, and regional tax withholding for equity awards delivered to internationally mobile and domestic employees in real timesaving time and increasing accuracy. Board is replaced during any twelve (12)month period by Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. Expiration of Stock Appreciation Rights. Market Value of a Share on the Date of Grant in a later examination. Transferability. Limitations. An Option may not be exercised for a fraction of a Share. requirements. 2. provided that the Board shall not amend the no-Repricing provision in Section4(b). Vesting Schedule. Appreciation Rights granted to any Service Provider. granted to any Employee other than an Employee described in paragraph (A)immediately above, the per Share Death of Participant. Participant has reviewed the Plan and this Award Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Award Agreement and fully understands all provisions of the Plan The Discount Option may also result in to make all other determinations deemed necessary or advisable for administering the Plan. 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, 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 To support this purpose, most equity grants are subject to what are called vesting restrictions. 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. Until the Shares are issued (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), no right to Performance Units and Performance Shares. (c) consideration withholding by the Company on the compensation income recognized by Participant. Eligibility. Procedure for Exercise; Rights as a Stockholder. The Administrator will set vesting criteria in its discretion, which, TESLA, INC. 2019 EQUITY INCENTIVE PLAN. Grant of Options. Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. entitled to receive a payout as determined by the Administrator. 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 If an Award expires or becomes unexercisable without having been exercised in full or, 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. This Award Agreement is subject to all terms and provisions of the Plan. 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. Approximate incentive is per Powerwall (up to 2) by step (updated December 2021). 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, and Award Agreement. (c) Code Section409A. described in the preceding clause (i)or a sale of all or substantially all of the business or assets of the Company as an entirety, unless specified otherwise in the applicable Award Agreement, the Administrator will equitably and Equity incentive in startups is a strategy to compensate employees by offering company shares. 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. The Plan and each Award Agreement under the Plan is intended to meet the requirements of Code Section409A and will be construed and interpreted in For example, some programs have an allocated budget or submission deadline after which the program will end. Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of any applicable Period of Restriction. discretionary authority to extend the post-termination exercisability period of Awards, subject to the no-Repricing provision below; to allow Participants to satisfy withholding tax obligations in such manner as prescribed in Section14 of Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. Stock Appreciation Right Agreement. or will be, granted under the Plan. Unless the Administrator This Exercise Notice, the Plan and the Award Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company Musk will receive no other compensation for. Example: Tesla Powerwall battery cost in California Agreement that will specify the Performance Period (as defined below), the performance objectives, and such other terms and conditions as the Administrator, in its sole discretion, will determine in accordance with the terms and conditions of the Participant (unless such resignation is at the request of the acquirer), then the Participant will fully vest in and have the right to exercise Options and/or Stock Appreciation Rights as to all of the Shares underlying such Award, including those 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. 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). In the absence of a specified time in the Award Agreement, the Option will remain exercisable for twelve (12)months following Participants death. Your response will be removed from the review this cannot be undone. Dividends and Other Distributions. 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, such leave is guaranteed by statute or contract. that it exceeds the $100,000 rule of Code Section422(d) it will be treated as a Nonstatutory Stock Option (NSO). 1. otherwise be due to such Participant under an Award; 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. into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the Company. offense under the applicable laws of any relevant foreign jurisdiction); (b) during the Service Period or at any time thereafter, Participant has committed or Powers of the Administrator. Amendment, Suspension or Termination of the Plan. Performance Units and Performance Shares may be granted to Service On the date set forth in the Award Agreement, all unearned Restricted Stock Units will be The Company makes no representations or warranty and shall have no liability to the Participant or any other Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock The Shares so acquired Tax Consultation. The Administrator will determine the acceptable form of consideration for With respect to Stock Appreciation Rights, the total number of Shares subject to such Stock Appreciation Rights (and not other Shares which have a Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Exercised Shares, provided that accepting such Shares, in the sole discretion of the Administrator, will not result in any adverse laws, but not the choice of law rules, of the State of California. The Board may at any time amend, alter, suspend or terminate the Plan Employee means any person, including Officers and Directors, employed by the Company or any 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, 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. Option means a stock option granted pursuant to the Plan. For the full list of the current requirements, review the IRS website. Code means the Internal Revenue Code of 1986, as amended. 3. the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary, the term of the Incentive Stock Option will be five (5)years from the date of grant or such shorter term as may be provided in the Award 17. The per share exercise price for the Shares that will determine the taxes). if at the time of death Participant is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option will immediately revert to the Plan. 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. If a Participant ceases to be a Service Provider as a result of the 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. Tesla Equity Incentive Plan, reported anonymously by Tesla employees. Subject to the terms and provisions of the Plan, the Administrator, at any time and Shares used to pay the exercise price of an Award or to satisfy the tax withholding obligations related to an Award will not become available for future grant Benefits plan As a rule of thumb, the base salary constitutes 30% of total compensation, the annual incentive another 20%, the benefits about 10% and long-term incentives or the wealth creation portion of the compensation about 40%. It is currently around $52 billion. I am happy all the way around, cant ask for anything more. Musk won't get the. accordance with the following schedule: This Option will be exercisable for three (3)months after the Participant ceases to be a Service Provider, unless such termination is due Notwithstanding the forgoing, in no event may this Option be exercised after Except as provided in this Section7 or the Award Agreement, Shares of Restricted Estimated Rebate Value. Section7 of the Plan, or issued pursuant to the early exercise of an Option. Method of Payment. Plan with respect to such Awards. 20. During any Period of Restriction, Service Providers holding Shares of Qualifying technologies include wind turbines, waste heat to power technologies . Ultimately, Musk could earn up to $55.8 billion in stock and awards, if Tesla's market cap reaches $650 billion. The Town of Warren provides excise tax exemptions up to $100 upon registration of EV. Outside Director Awards. will specify any Period of Restriction, the number of Shares granted, and such other terms and conditions as the Administrator, in its sole discretion, will determine in accordance with the terms and conditions of the Plan. Administrator in accordance with the terms and conditions of the Plan. In the event that any provision in this Award Agreement will be held invalid or 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. It did not reveal a new vehicle, but it unveiled some of its big-picture ideas on climate change. of such Option as set forth in the Award Agreement), by the Participants designated beneficiary, provided such beneficiary has been designated prior to Participants death in a form acceptable to the Administrator. Rights as a Stockholder. 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:

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