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): February 16,
2009
___________________
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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.
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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On
February 16, 2009, the Board of Directors of SunPower Corporation, a Delaware
corporation (“SunPower”), elected Thomas R. McDaniel to serve as a member of the
Board of Directors and on its Audit Committee. Mr. McDaniel was designated
a Class III director under section 3.1 of SunPower's By-Laws, which provides for
a classifed Board. Under the terms of the Second Amended and Restated
SunPower Corporation 2005 Stock Incentive Plan, Mr. McDaniel received a grant of
6,600 restricted Stock Units, of which twenty percent will vest on each
anniversary of the date of grant until entirely vested by the fifth anniversary
of the date of grant.
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Item
7.01.
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Regulation
FD Disclosure.
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On
February 17, 2009, SunPower issued a press release announcing the election of
Mr. McDaniel as a new member of the Board of Directors. A copy of the press
release is attached to this report as Exhibit 99.1. In accordance with General
Instruction B.2 of Form 8-K, the information set forth herein and in the press
release is deemed to be “furnished” and shall not be deemed to be “filed” for
purposes of the Securities Exchange Act of 1934, as amended. The information set
forth in Item 7.01 of this report shall not be deemed an admission as to
the materiality of any information in this report on Form 8-K that is required
to be disclosed solely to satisfy the requirements of Regulation
FD.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
Exhibits
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Exhibit No.
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Description
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99.1
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Press
Release dated February 17, 2009
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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:
February 17, 2009
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By:
/s/ DENNIS V. ARRIOLA
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Name:
Dennis V. Arriola
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Title:
Senior Vice President and Chief Financial
Officer
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Exhibit No.
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Description
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99.1
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Press
Release dated February 17, 2009
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FOR
IMMEDIATE RELEASE
Press
Contacts:
Helen
Kendrick
SunPower
Corp.
408-249-5585
hkendrick@sunpowercorp.com
SunPower
Names Power Industry Veteran Thomas R. McDaniel to its
Board
of Directors
SAN JOSE, Calif., Feb. 17, 2009 –
SunPower Corp. (Nasdaq: SPWRA, SPWRB), a Silicon Valley-based
manufacturer of high-efficiency solar cells, solar panels and solar systems,
today announced that it has appointed electric power industry veteran Thomas R.
McDaniel to its board of directors. McDaniel recently retired from
Edison International after 37 years of service.
Most
recently, McDaniel served as Edison International’s executive vice president,
chief financial officer and treasurer. He was responsible for the company’s
financial, risk management, controller, internal audit and IT
functions. Edison International is the parent company of Southern
California Edison, a regulated electric utility, and Edison Mission Energy, an
independent power company which develops, owns and operates renewable energy and
fossil fuel generating projects across the United States.
“Tom’s extensive
experience growing and operating global electric power businesses will
provide invaluable guidance as we expand the utility and power plant segment of
our business,” said Tom Werner, SunPower’s CEO. “We are excited to
add Tom’s financial talent and power industry expertise to the SunPower
Board.”
“SunPower
is at the front line of the new era of clean power generation ranging from solar
rooftop installations to utility-scale solar power plants,” said Tom McDaniel,
SunPower Director. “SunPower’s global positioning, superior
technology and vertically integrated model position our company to excel across
markets and channels. I look forward to working with the SunPower
team to expand its presence in the utility-scale market.”
Prior to
January 1, 2005, McDaniel was chairman, CEO and president, and a director of
Edison Mission Energy, a power generation business specializing in the
development, acquisition, construction, management, and operation of power
production facilities. During this time, the company owned generating
plants in the U.S., Europe, Asia, and Puerto Rico.
McDaniel
also served as CEO and a director of Edison Capital, a provider of capital and
financial services supporting the growth of energy and infrastructure projects,
products and services both domestically and abroad. In addition to
interests in conventional and renewable power generation and transmission
projects in the U.S., Europe, Africa, and Australia, the company invested and
sponsored Latin American, Asian and Eastern European infrastructure
funds.
McDaniel
is actively involved in several philanthropic and charitable
organizations. He serves as a director of the Senior Care Action
Network (SCAN), a Medicare Advantaged HMO which provides healthcare to senior
citizens. McDaniel is also a director of the $200 million SCAN Foundation whose
mission is to support initiatives to improve the cost effectiveness and quality
of healthcare for the elderly. Through the McDaniel Family
Foundation, he works with the Boys and Girls Club of Huntington Beach, the Adult
Day Care Center and the Free Wheelchair Mission. He and his family have
distributed approximately 2,500 wheelchairs to the poor and disabled in Chile,
Cambodia and Vietnam.
About
SunPower Corp.
SunPower
Corp.
(Nasdaq: SPWRA and SPWRB) designs, manufactures and delivers high-performance
solar-electric systems
worldwide for residential, commercial and utility-scale power plant
customers. SunPower high-efficiency solar cells and solar panels generate
up to 50 percent more power than conventional solar technologies and have a
uniquely attractive, all-black appearance. With headquarters in San Jose,
Calif., SunPower has offices in North America, Europe, Australia, and Asia. For
more information, visit www.sunpowercorp.com.
#
# #
SunPower
is a registered trademark of SunPower Corp. All other trademarks are
the property of their respective owner.