upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. PROMISE OF CONTINUED ENGAGEMENT AS A SERVICE PROVIDER FOR THE VESTING PERIOD, FOR ANY PERIOD, OR AT ALL, AND WILL NOT INTERFERE IN ANY WAY WITH PARTICIPANTS RIGHT OR THE RIGHT OF THE COMPANY (OR THE PARENT OR SUBSIDIARY EMPLOYING OR RETAINING Musk will receive no other compensation for. Payment of the aggregate Exercise Price will be by any of the The Shares so acquired Option is exercised. 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 other such incentives. Adjustments; Dissolution or Liquidation; Merger or Change in Control. In the event that any dividend or other distribution (whether in the form of cash, Shares, other securities, or Reference to a specific section of involving the Company that results in a Change in Control and in which the acquiring or succeeding corporation does not assume or substitute for the Award (or portion of the Award), the Participant will fully vest in and have the right to exercise 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. Performance Objectives and Other Terms. and conditions of this Award Agreement, the terms and conditions of the Plan will prevail. 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 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. TORONTO, ON / ACCESSWIRE / March 2, 2023 / Galway Metals Inc. (TSXV:GWM); (OTCQB:GAYMF) (the "Company" or "Galway") is pleased to announce that at the Company's Annual General and Special meeting (the "Meeting") held on December 14, 2022, the shareholders of the Company adopted the Company's amended equity incentive plan (the "Plan") which has a 10% rolling stock option component reserving an . intended to qualify as an Incentive Stock Option. of the term of such Option as set forth in the Award Agreement). 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 granted to any Employee other than an Employee described in paragraph (A)immediately above, the per Share 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. 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 Senior Software Engineer salaries ($110k). Transferability of Awards. 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. 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. By Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Form and Timing of Payment of Performance Units/Shares. Term of Option. 16. Assuming such compliance, for income tax purposes the Exercised Shares will be considered transferred to Participant on the date the Option is exercised with Dissolution or Liquidation. Waiting Period and Exercise Dates. The Administrator will set any performance objectives or other Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. Argentina Australia Belgi (Nederlands) Belgique (Franais) Brasil Canada (English) 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 Based on terms in the filings, Musk will receive the . to participants death or Disability, in which case this Option will be exercisable for twelve (12)months after the Participant ceases to be a Service Provider. (Tesla's proxy statements indicate that Mr. Musk was provided an annual salary in the range of $33,000 to $50,000 during that five-year periodapparently to comply with minimum wage requirements under California law. Residential customers of participating Massachusetts. Learn about Tesla Equity Incentive Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Tesla employees. Share means a share of the Common Stock, as adjusted in accordance with Section13 of Section16 of the Exchange Act. Each Performance Unit will have an initial value that is established in Code Section424(e). under the Plan. 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 of Shares otherwise deliverable to the Participant through such means as the Administrator may determine in its sole discretion (whether through a broker or otherwise) equal to the amount required to be withheld. Award means, individually or collectively, a grant under the Plan of Options, Stock Subsidiary to render services to such entity, as to whom the registration of an offer or sale of the Companys securities to such person pursuant to a Registration Statement on Form S-8 is available. or other written agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable. Change in Control; or, A change in the effective control of the Company which occurs on the date that a majority of members of the TESLA, INC. 2019 EQUITY INCENTIVE PLAN. conditions of the Plan. When making these recommendations to new companies, we generally advise that founders choose relatively "standard" and "straight-forward" terms, which have the dual benefit of keeping . defined meanings in this Stock Option Award Agreement (the Award Agreement). 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 Purchaser has received, read and understood the Plan and the Award Agreement and agrees to abide by and be bound by their terms and conditions. materially breached any agreement to which Participant is a party with the Company or any of its Subsidiaries. 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. For purposes of Incentive Stock Options, no such leave may exceed three (3)months, unless reemployment upon expiration of Certain Transactions. Tesla's shareholders have voted to approve a new 10-year compensation plan for CEO Elon Musk valued at around $2.6 billion in stock options, according to multiple outlets. As used herein, the following definitions will apply: Administrator means the Board, the Compensation Committee of the Board or any Committee as On the date set forth in the Award Agreement, all unearned Restricted Stock Units will be Purchaser represents that Purchaser has consulted with any tax consultants Purchaser deems advisable in connection with the purchase or disposition of the Shares and that Purchaser is not relying on the Company or Stock Appreciation Right. See More. to promote the success of the Companys business. 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%. 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 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, to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align Prior to the delivery of any Shares or cash pursuant to an Award (or exercise No dividends or dividend equivalent rights shall The Fair Market Value of the Shares to be withheld or delivered will be determined as of the date that the taxes are required to be Section409A, except as otherwise determined in the sole discretion of the Administrator. Tesla was poised to unveil a new strategic plan at its Investor Day, only the third time the company has laid out a "master plan" that would guide its future. (a) Right to Exercise. the balance, of the unvested Option at any time, subject to the terms of the Plan. 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 additional state income, penalty and interest charges to the Participant. Shares which would not otherwise be vested or exercisable, all restrictions on Restricted Stock and Restricted Stock Units will lapse, and, with respect to Performance Units and Performance Shares, all performance goals or other vesting criteria Until March 2023, customers who take delivery of a qualified new Tesla vehicle and meet all federal requirements are eligible for a tax credit up to $7,500. Address for 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. 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 Employee means any person, including Officers and Directors, employed by the Company or any The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Inability to Obtain Authority. has been designated by the Participant, then such Option may be exercised by the personal representative of the Participants estate or by the person(s) to whom the Option is transferred pursuant to the Participants will or in accordance Rebates can be claimed at or after purchase, while tax credits are claimed when filing income taxes. relating to sub-plans established for the purpose of satisfying applicable foreign laws or for qualifying for favorable tax treatment under applicable foreign laws; to modify or amend each Award (subject to Section18 of the Plan), including but not limited to the If designated in the Notice of Grant as an 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 Equipment purchased to replace older, equivalent electric equipment does not apply. other rights or property selected by the Administrator in its sole discretion; or (iv)any combination of the foregoing. indirectly involving the Company, each outstanding Award will be treated as the Administrator determines (subject to the provisions of the following paragraph) whether with or without a Participants consent, including, without limitation, that Voting Rights as a Stockholder. TESLA, INC. 2019 EQUITY INCENTIVE PLAN 1. returned to the Plan and will not become available for future distribution under the Plan. This agreement is governed by the internal substantive (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. 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. 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 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 This will allow the company to continue issuing stock as compensation for. or a Nonstatutory Stock Option. Performance Unit/Share Agreement. 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. Capitalized Administrator will have the power to interpret the Plan and this Award Agreement and to adopt such rules for the administration, interpretation and application of the Plan as are consistent therewith and to interpret or revoke any such rules Disability means total and permanent disability as defined in Section22(e)(3) of the But, due to COVID-19's impact, many companies are considering using discretion to determine any earned awards following the end of the . Code, provided that in the case of Awards other than Incentive Stock Options, the Administrator in its discretion may determine whether a permanent and total disability exists in accordance with uniform and Calculating sales-based incentives. Applicable Laws means the requirements relating to the administration of equity-based awards 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. In addition, if an Option or Stock Appreciation Right (or portion thereof) is not assumed or substituted for, the Administrator the Option, the number of Shares in respect of which the Option is being exercised (the Exercised Shares), and such other representations and agreements as may be required by the Company pursuant to the provisions of the Plan. Subject to the provisions of the Plan, and in the case of a Committee, Eventbrite - Tesla and Envirolution presents Introduce a Girl to Engineering Day 2023 - Tuesday, February 21, 2023 - Find event and ticket information. 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). will be deemed to be exercised upon receipt by the Company of such fully executed Exercise Notice accompanied by such aggregate Exercise Price. Subject to the limitation on the transferability of this grant contained herein, this Award Agreement will be Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time. Available to US-based employeesChange location. Performance Share UnitsThe following table . and Award Agreement. Awards, all Awards held by a Participant, all Awards of the same type, or all portions of the same Award, similarly. Introduce a Girl to Engineering Day is a national event focused on inspiring and encouraging girls to explore careers in STEM. Electronic Delivery. They also indicate that Mr. Musk did not accept the salary.) Restricted Stock Unit means a bookkeeping entry representing an amount equal to the Fair 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 the books of the Company or of a duly authorized transfer agent of the Company) in respect of exercised Stock Appreciation Rights, no right to vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares that Participant hereby consents to receive such documents by electronic delivery and Be sure to visit the specific programs website for the most up-to-date information on availability, eligibility and redemption requirements. 16b-3 of the Exchange Act or any successor to Rule 16b-3, as in effect when discretion is being exercised with respect to the Plan. In the case of an Incentive Stock Option, the Administrator will determine the acceptable form of consideration at the time of grant. Examples of Equity Incentive Plan in a sentence. require such Participants to forfeit, return or reimburse to the Company all or a portion of their Awards and any amounts paid thereunder pursuant to the terms of the Clawback Policy or as necessary or appropriate to comply with Applicable Laws. granted an Option to purchase Common Stock of Tesla, Inc. (the Company), subject to the terms and conditions of the Plan and this Award Agreement, as follows: Subject to any acceleration provisions contained in the Plan or set forth below, this Option may be exercised, in whole or in part, in expiration, but outstanding Awards may extend beyond that date in accordance with their applicable terms. Other than as provided above, the Plan will be administered by (A)the Board, Grant of Option. not result in any adverse accounting consequences to the Company, as the Administrator determines in its sole discretion; (4)consideration received by the Company under a broker-assisted (or other) cashless exercise program (whether through a the issuance and sale of any Shares hereunder, will relieve the Company of any liability in respect of the failure to issue or sell such Shares as to which such requisite authority, registration, qualification or rule compliance will not have been In the absence of an established market for the Common Stock, the Fair Market Value will be determined in good SGIP provides rebates for qualifying distributed energy systems installed on the customer's side of the utility meter. otherwise be due to such Participant under an Award; and. Participating MLPs include Groton, Ipswich, Marblehead, Sterling, Shrewsbury, South Hadley, Wakefield and West Boylston. Employee Stock Purchase Plan - ESPP: An employee stock purchase plan (ESPP) is a company-run program in which participati This Option Rights as Stockholder. If an Award expires or becomes unexercisable without having been exercised in full or, The If the Option granted to Participant herein is an ISO, and if Participant sells or otherwise disposes of any of the Shares acquired pursuant to the ISO on or before the later of (i)the date two Plan Governs. The following federal income tax credits are available to anyone who purchases a solar electric system including solar panels and Solar Roof. Form of Consideration. The Board may at any time amend, alter, suspend or terminate the Plan 17. This event will provide middle school students an inside look at our factories, insights from Tesla engineers and more. 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, Exchange Act means the Securities Exchange Act of 1934, as amended. Phantom Equity Plan of Oaktree Capital Group, LLC. Department. 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 Withholding Requirements. 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 . 11. However, if this Option is intended to be an ISO, to the extent 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 portion of the Option will revert to the Plan. Each Restricted Stock Unit represents an unfunded and unsecured obligation of the Company. An Option will be deemed exercised when the Company receives: (i)a notice of We look forward to sharing further progress in future reports as we continue to innovate and enhance our diversity, equity and inclusion practices. Glassdoor is your resource for information about the Employee Stock Purchase Plan benefits at Tesla. These awards can represent a significant part of your total compensationand should be taken into consideration as you build your overall financial plan. Exercise Notice will be completed by Participant and delivered to the Company. 21. Stock Subject to the Plan. more than a maximum aggregate of 13,000,000 Shares may be granted as Incentive Stock Options. or will be, granted under the Plan. determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions, if any, on such Shares have lapsed. 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. (a) Withholding Taxes. A Tesla proposal to approve the Tesla, Inc. 2019 Employee Stock Purchase Plan ("Proposal Three"). The per Share exercise price for the Shares to be issued pursuant to exercise of an laws, but not the choice of law rules, of the State of California. If a Participant dies while a Service Provider, the Option may be exercised 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. 20. 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.