CPST Capstone Turbine Corporation

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) May 12, 2014

CAPSTONE TURBINE CORPORATION

(Exact name of registrant as specified in its charter)

(818) 734-5300

(Registrant’s telephone number, including area code)

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:

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Effective as of May 12, 2014, Richard B. Lewis has been appointed Vice President, Operations of Capstone Turbine Corporation (the “Company”).

Mr. Lewis, 56, most recently served as Vice President of Operations of Meggitt Safety Systems, Inc. (“MSSI”), a producer of aircraft and industrial fire protection and safety systems, from 2012 to 2014. Prior to his employment with MSSI, Mr. Lewis was an independent global supply chain consultant from 2009 to 2012.  Prior to his time as a consultant, Mr. Lewis spent 12 years with AeroVironment, Inc. (“AV”), a publicly-traded designer and manufacturer of energy systems, electric vehicle systems and unmanned aerial vehicles.  Mr. Lewis held positions of increasing responsibility with AV, culminating with his appointment as Vice President of Global Supply Chain and Procurement from 2007 to 2008.

In addition to the other terms of his employment arrangement with the Company, Mr. Lewis will receive an annual base salary of $215,000.  Mr. Lewis also will receive a grant of equity securities effective upon the date of commencement of his employment. Mr. Lewis will receive options to purchase 250,000 shares of the common stock of the Company. Conditioned on his continued employment, the options will vest 25% after one year and, thereafter, will vest pro rata each month over the next 36 months. The exercise price of the options granted to Mr. Lewis will be the fair market value of the Company’s common stock on the date of the grant, which is the closing price per share as reported on the Nasdaq Global Market on May 12, 2014. The options expire 10 years from the date of grant. Mr. Lewis will also receive a grant of 62,500 restricted stock units that vest 25% after each of the first four years of service.

The Company’s press release announcing the appointment of Mr. Lewis is furnished as Exhibit 99 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d)           Exhibits.

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SIGNATURE

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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Exhibit Index

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Exhibit 99

Capstone Names Richard B. Lewis as Vice President, Operations

CHATSWORTH, Calif., May 12, 2014 (GLOBE NEWSWIRE) — Capstone Turbine Corporation (www.capstoneturbine.com) (Nasdaq: CPST), the world’s leading clean technology manufacturer of microturbine energy systems, announced today that it has named Richard B. Lewis to the position of Vice President, Operations effective May 12, 2014.

“Richard will be responsible for all manufacturing operations and facilities at Capstone. He brings with him a wealth of experience and solid accomplishments through a variety of leadership positions directly associated with this critical component of our business,” said Darren Jamison, President and Chief Executive Officer of Capstone.

Mr. Lewis has over 29 years’ experience in manufacturing, global supply chain, and logistics as well as quality assurance and program management, with proven strengths in strategic planning and lean enterprise implementation for companies on rapid growth trajectories. He brings a track record of successfully building world class organizations that deliver extraordinary results. He is adept at defining winning supply chain solutions and motivating high performance teams to consistently accomplish challenging performance objectives. Mr. Lewis holds a Bachelor of Arts in Economics from the University of Massachusetts.

In addition to the other terms of his employment arrangement with Capstone, Mr. Lewis received a grant of equity securities effective upon the date of commencement of his employment. Mr. Lewis received options to purchase 250,000 shares of the common stock of the Company. Conditioned on his continued employment, the options will vest 25% after one year and, thereafter, will vest pro rata each month over the next 36 months. The exercise price of the options granted to Mr. Lewis will be the fair market value of Capstone’s common stock on the date of the grant, which is the closing price per share as reported on the Nasdaq Global Market on May 12, 2014. The options expire 10 years from the date of grant. Mr. Lewis will also receive a grant of 62,500 restricted stock units that vest 25% after each of the first four years of service.

About Capstone Turbine Corporation

Capstone Turbine Corporation (www.capstoneturbine.com) (Nasdaq: CPST) is the world’s leading producer of low-emission microturbine systems and was the first to market commercially viable microturbine energy products. Capstone Turbine has shipped approximately 7,000 Capstone Microturbine systems to customers worldwide. These award-winning systems have logged millions of documented runtime operating hours. Capstone Turbine is a member of the U.S. Environmental Protection Agency’s Combined Heat and Power Partnership, which is committed to improving the efficiency of the nation’s energy infrastructure and reducing emissions of pollutants and greenhouse gases. A UL-Certified ISO 9001:2008 and ISO 14001:2004 certified company, Capstone is headquartered in the Los Angeles area with sales and/or service centers in the New York Metro Area, United Kingdom, Mexico City, Shanghai and Singapore.

The Capstone Turbine Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=6212

“Capstone” and “Capstone MicroTurbine” are registered trademarks of Capstone Turbine Corporation. All other trademarks mentioned are the property of their respective owners.

Capstone Turbine Corporation

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