Sec Form 4 Filing - TOTAL S.A. @ SUNPOWER CORP - 2020-03-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
TOTAL S.A.
2. Issuer Name and Ticker or Trading Symbol
SUNPOWER CORP [ SPWR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2, PLACE JEAN MILLIER, LA DEFENSE 6
3. Date of Earliest Transaction (MM/DD/YY)
03/10/2020
(Street)
92400 COURBEVOIE, I0
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/10/2020 P( 1 ) 101,382 A $ 6.6407 ( 2 ) 82,849,971 I ( 4 ) See Footnote ( 5 )
Common Stock 03/11/2020 P( 1 ) 539,735 A $ 6.2621 ( 3 ) 83,389,706 I ( 4 ) See Footnote ( 5 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TOTAL S.A.
2, PLACE JEAN MILLIER
LA DEFENSE 6
92400 COURBEVOIE, I0
X X
Total Gaz Electricite Holdings France SAS
2, PLACE JEAN MILLIER
LA DEFENSE 6
92400 COURBEVOIE, I0
X X
Total Solar INTL SAS
2, PLACE JEAN MILLIER
LA DEFENSE 6
92400 COURBEVOIE, I0
X X
Signatures
TOTAL S.A., By: /s/ Aurelien Hamelle, Name: Aurelien Hamelle, Title: General Counsel 03/12/2020
Signature of Reporting Person Date
TOTAL GAZ ELECTRICITE HOLDINGS FRANCE SAS, By: /s/ Laurent Vivier, Title: Managing Director 03/12/2020
Signature of Reporting Person Date
TOTAL SOLAR INTL SAS, Name: Noemie Malige, Title: Managing Director 03/12/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The transactions reported in Table I of this Form 4 were effected pursuant to a Rule 10b-18 trading plan adopted by the reporting persons on January 10, 2020.
( 2 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.44 to $6.79. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 3 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.15 to $6.57. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 4 )Following the transactions reported herein, includes 4,813,024 shares of Common Stock held by Total Gaz Electricite Holdings France SAS and 78,576,682 shares of Common Stock held by Total Solar Intl SAS.
( 5 )Total Solar Intl SAS is a direct wholly owned subsidiary of Total Gaz Electricite Holdings France SAS, which is an indirect wholly owned subsidiary of Total S.A. As a result, each of Total Solar Intl SAS, Total Gaz Electricite Holdings France SAS and Total S.A. may be deemed to beneficially own the securities reported herein.

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