Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of


               Certain Officers; Compensatory Arrangements of Certain Officers.

Executive Employment Agreements



On July 21, 2020, with the approval of the Compensation Committee of the Board
of Directors (the "Compensation Committee") of SunPower Corporation, a Delaware
corporation (the "Company"), the Company entered into an employment agreement
with Thomas H. Werner, the Corporation's President and Chief Executive Officer.
On July 24, 2020, also with the approval of the Compensation Committee, the
Company entered into employment agreements with Manavendra S. Sial, Douglas J.
Richards, and Kenneth L. Mahaffey, who serve as the Company's Chief Financial
Officer, Executive Vice President, Administration, and Executive Vice President
and General Counsel, respectively. These employment agreements will become
effective upon the expiration of each executive's current employment agreement
in August 2020.

Each employment agreement provides that the executive's employment is "at-will"
and may be terminated at any time by either party. The primary purpose of the
agreements is to provide certain severance benefits for certain employment
terminations in connection with a change in control (as defined in the
agreement). The agreements also address, among other things, confidentiality and
non-solicitation obligations of each executive, and obligations of the Company
to provide indemnification to the executives.

Each employment agreement provides for a one-year term that will automatically
renew unless the Company provides notice of its intent not to renew at least 60
days prior to the renewal date. The agreements also provide that each executive
shall receive a base salary, paid in accordance with the Company's normal
payroll practices, and shall be eligible to receive (i) an annual bonus under
the Company's applicable bonus program, (ii) relocation benefits, if applicable,
(iii) benefits pursuant to the Company's employee benefit plans, (iv) vacation
in accordance with the Company's paid time off policy, and (v) equity awards
under the Company's long-term incentive compensation arrangements.

In the event an executive's employment is terminated by the Company without
cause (as defined in the agreement), or if the executive resigns for good reason
(as defined in the agreement), and if such termination or resignation is in
connection with a change in control, then the agreements also provide that the
executive is entitled to:

(i) a lump-sum payment equal to such executive's accrued and unpaid base salary and


           unreimbursed business expenses (the "Accrued Obligations");

(ii) a lump-sum payment equal to the product of (a) two, multiplied by (b) the sum of


           executive's base salary and target bonus for the then current

fiscal year;

(iii) continuation of such executive's and such executive's eligible dependents' coverage


           under the Company's health, dental and vision plans at the

Company's expense for up


           to 18 months or, if earlier, the date that the executive becomes

eligible for


           coverage in connection with new employment or self-employment;

and

(iv) full vesting of all of such executive's then outstanding unvested restricted stock


           units that would otherwise vest solely based upon continued

employment, as of the
           termination date.



If any of the severance payments, accelerated vesting and lapsing of
restrictions would constitute a "parachute payment" within the meaning of
Section 280G of the Internal Revenue Code and be subject to excise tax or any
interest or penalties payable with respect to such excise tax, then the
executive's benefits will be either delivered in full or delivered as to such
lesser extent which would result in no portion of such benefits being subject to
such taxes, interest or penalties, whichever results in the executive receiving,
on an after-tax basis, the greatest amount of benefits.

Prior to receiving the severance benefits described in the employment agreements, each executive will be required to sign a separation agreement and release of claims.



In the event an executive's employment is terminated by the Company for any
reason other than cause, death or disability (as defined in the agreement), and
if such termination does not occur in connection with a change in control, then
the agreements provide that the executives shall receive severance benefits in
accordance with the Company's 2019 Management Career Transition Plan or any
successor program.

Upon the termination of an executive's employment by the Company due to death or
disability, the executive shall receive the Accrued Obligations and upon the
termination of an executive's employment by the Company for cause or by the

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executive for other than good reason, the executive shall only receive accrued
but unpaid base salary. In all termination circumstances, the executives shall
also receive any other benefits (as defined in the agreement) that the
executives are entitled to receive upon such terminations.

The foregoing description is qualified in its entirety by the provisions set
forth in the form of agreement attached hereto as Exhibit 99.1. Each executive's
personal agreement is in substantially the form attached hereto.

Amendments to 2019 Management Career Transition Plan



On July 24, 2020, with the approval of the Compensation Committee, the Company
amended its 2019 Management Career Transition Plan (the "MCTP") to (i) provide
that the Chief Executive Officer will receive a lump-sum payment equivalent to
12 months of his base salary (rather than 24 months), in line with other
executives subject to the MCTP; (ii) eliminate outplacement assistance (as a
largely unused benefit); and (iii) provide that, upon termination without cause,
all of an executive's then outstanding unvested restricted stock units that
would otherwise vest solely based upon continued employment within 12 months
will become fully vested as of the termination date pursuant to the applicable
equity incentive plan and equity award agreement.

The MCTP, as amended, is attached hereto as Exhibit 99.2 and the foregoing description is qualified in its entirety by the provisions of the MCTP as set forth therein.

Partial Reinstatement of Base Salaries of Certain Executive Officers



On July 27, 2020, the Company announced that the additional temporary reductions
in the base salaries of certain of its executive officers, which took effect on
April 20, 2020, were rescinded, effective as of July 27, 2020, based on the
achievement of previously determined financial milestones. The initial temporary
reductions to the base salaries of certain of the Company's executive officers,
as previously approved and announced on March 25, 2020, will remain in effect
from and after July 27, 2020, as set forth in the table below.

                   Executive Officer                        Percentage Reduction           Reduced Base Salary ($)
Thomas H. Werner, President and Chief Executive Officer              30%                           420,000
Jeffrey Waters, Chief Executive Officer, SunPower                    30%                           420,000

Technologies


Manavendra S. Sial, Executive Vice President and Chief               25%                           326,250
Financial Officer
Douglas J. Richards, Executive Vice President,                       25%                           285,000

Administration


Kenneth L. Mahaffey, Executive Vice President and                    25%                           251,250
General Counsel



As previously reported, the reductions were approved at management's request,
and full salaries will be subject to reinstatement upon the earlier of (i) the
achievement of certain financial milestones, or (ii) January 1, 2021, and are
subject in all respects to compliance with local employment and other legal
requirements.

Item 7.01. Regulation FD Disclosure





On July 27, 2020, the Company announced that it had rolled back certain
previously announced measures put into place in the spring to address financial
and operational impacts of the COVID-19 pandemic, including (i) resuming a
regular five-day work week for the portion of the Company's employees previously
reduced to a four-day work week as part of such measures, effective as of June
29, 2020 for U.S. employees and July 1, 2020 for most other employees, and (ii)
reinstating the full salaries of all of its employees previously reduced as part
of such measures, effective as of July 27, 2020, other than the salaries of
those at the Executive Vice President level and above, including certain of its
executive officers, as detailed in Item 5.02.

The information furnished in Item 7.01 of this Current Report on Form 8-K shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such filing.

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Item 9.01.     Financial Statements and Exhibits.


(d) Exhibits
Exhibit No.    Description
99.1             Form of Executive Employment Agreement
99.2             2019 Management Career Transition Plan as amended July 24, 2020

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