UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
___________________
FORM
8-K
___________________
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of report (Date
of earliest event reported): October 20, 2007
___________________
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SunPower
Corporation
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(Exact
Name of Registrant as Specified in
Charter)
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___________________
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Delaware
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001-34166
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94-3008969
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(State
or Other Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
No.)
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Identification
No.)
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3939
North First Street, San Jose, California 95134
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(Address
of Principal Executive Offices) (Zip
Code)
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Registrant’s
telephone number, including area code: (408) 240-5500
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N/A
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(Former
Name or Former Address, if Changed Since Last
Report)
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___________________
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Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions (see General Instruction
A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
On
October 20, 2008, SunPower Corporation (“SunPower”) announced the appointment of
Dennis V. Arriola, 47, as SunPower’s next Chief Financial
Officer. Mr. Arriola is expected to assume the role of Senior Vice
President and Chief Financial Officer on November 10, 2008. In such
role, he will serve as SunPower’s principal financial officer and principal
accounting officer. Emmanuel Hernandez, SunPower’s current Chief
Financial Officer, is expected to assist in the transition through January
2009.
Mr.
Arriola worked with Sempra Energy for 14 years, most recently serving as Senior
Vice President and CFO since 2006 at San Diego Gas & Electric and Southern
California Gas Co., Sempra Energy’s California regulated
utilities. From 2001 to 2006, Mr. Arriola served as Vice President of
Communications and Investor Relations for Sempra Energy. From 1998 to
2001, he was Sempra’s Regional President and General Manager, South American
Operations. From 1994 to 1998, he was Vice President and Treasurer
for Pacific Enterprises/Southern California Gas Company. Mr. Arriola
earned a master’s degree in business administration from Harvard University and
a bachelor’s degree in economics from Stanford University. He also
serves as a trustee for the Tomás Rivera Policy Institute in Los Angeles, and is
also a member of the board of directors of the San Diego Symphony.
Mr.
Arriola’s offer letter provides that he will receive an annual salary of
$425,000 and, subject to approval by the Compensation Committee of SunPower’s
Board of Directors, he will receive two awards under the Second Amended and
Restated SunPower Corporation 2005 Stock Incentive Plan (the “Stock Plan”),
including 50,000 Restricted Stock Units and a Stock Option to purchase 50,000
shares of class A common stock. The Restricted Stock Units will vest
in equal annual installments over a three-year period, and the Stock Option will
vest in equal annual installments over a four year period. He will be considered
for participation in the 2009 performance equity incentive program under the
Stock Plan. Mr. Arriola will be eligible for a target bonus
equal to 70% of his base salary, but he will not participate in SunPower’s
bonus programs for fiscal year 2008. His actual bonus will depend upon
both corporate and individual performance. Mr. Arriola will also
receive a $300,000 sign-on bonus, which will be paid in advance and subject to
forfeiture. If he voluntarily resigns, unless for “good reason” (to
be defined in his employment agreement), prior to the first anniversary of his
employment, he will be required to repay the unvested portion of his sign-on
bonus, which he will earn on monthly basis vesting in 1/12
increments. SunPower will reimburse Mr. Arriola for his legal
expenses incurred in reviewing his offer letter and provide Mr. Arriola up to 12
months of temporary housing, assistance in selling his current home, including
up to $500,000 of compensation for loss on the sale of his home, reimbursement
of certain costs in purchasing a new home, gross up for tax obligations, and, if
Mr. Arriola is terminated without cause during his first year of employment, up
to $100,000 in reimbursement of relocation expenses to return to San
Diego. In addition, his offer letter states that SunPower will
provide him with an employment agreement with a change of control
provision.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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SUNPOWER
CORPORATION
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Date:
October 20, 2008
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By:
/s/ Bruce Ledesma
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Name:
Bruce Ledesma
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Title:
General Counsel and Corporate
Secretary
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