TotalEnergies SE - Jun 3, 2024 Form 4 Insider Report for SUNPOWER CORP (SPWR)

Role
Director, 10%+ Owner
Signature
TOTALENERGIES SE By: /s/ Marine Delaitre Name: Marine Delaitre Title: Authorized Signatory
Stock symbol
SPWR
Transactions as of
Jun 3, 2024
Transactions value $
-$361
Form type
4
Date filed
6/5/2024, 04:05 PM
Previous filing
Jun 3, 2024
Next filing
Jun 11, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPWR Common Stock Options Exercise $334K +33.4M +25.78% $0.01* 163M Jun 3, 2024 See Footnote F1, F2, F3
transaction SPWR Common Stock Tax liability -$334K -110K -0.07% $3.03 163M Jun 3, 2024 See Footnote F1, F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SPWR Warrant (right to buy) Options Exercise $0 -1 -100% $0.00* 0 Jun 3, 2024 Common Stock 33.4M $0.01 See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The securities reported herein are held directly by Sol Holding, LLC ("HoldCo"). TotalEnergies Renewables USA, LLC owns a number of units of HoldCo equal to 50% of the outstanding units plus one unit, and GIP III Sol Acquisition, LLC, owns a number of units of HoldCo equal to 50% of the outstanding units minus one unit.
F2 TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC, which is one of two members of HoldCo, a limited liability company managed by a board of managers. TotalEnergies Gestion USA SARL, which is a direct wholly-owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a Reporting Person and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization".
F3 On June 3, 2024, HoldCo exercised a warrant previously issued to it by SunPower Corp. ("Issuer") on May 30, 2024. The warrant is exercisable for shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock").
F4 HoldCo paid the exercise price on a cashless basis pursuant to the terms of the warrant, resulting in the Issuer withholding 110,357 shares of Common Stock to pay the exercise price and issuing to HoldCo an aggregate of 33,291,755 shares of Common Stock.