SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
KIRCHER STEPHEN C

(Last) (First) (Middle)
C/O SOLAR POWER, INC.
4080 CAVITT STALLMAN ROAD, SUITE 100

(Street)
GRANITE BAY CA 95746

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Solar Power, Inc. [ NONE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President/CEO; Chairman Board
3. Date of Earliest Transaction (Month/Day/Year)
12/29/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 12/29/2006 J(1) 8,100,000 A $0(1) 8,100,000(2) D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Option $1 12/29/2006 J(1) 100,000(4) (3) 12/28/2011 Common Stock 100,000 (4) 100,000 D
Performance Option $1 12/29/2006 J(1) 100,000(5) (6) 12/28/2011 Common Stock 100,000 (5) 100,000 D
Explanation of Responses:
1. The Reporting Person acquired these securities of the Issuer as merger consideration pursuant to that certain Agreement and Plan of Merger dated as of August 23, 2006, as amended October 4, 2006, December 1, 2006 and December 21, 2006 (the "Merger Agreement"), by and among the Issuer (f/k/a Welund Fund, Inc.), Welund Acquisition Corp. and Solar Power, Inc., a California corporation. The Reporting Person is deemed to have become the beneficial owner of such securities upon the effective date of the merger.
2. Includes 2,000,000 shares issued in the names of trusts established for the benefit of Mr. Kircher's two sons, to each of which Mr. Kircher is the trustee.
3. This option vests in four equal installments on December 28, 2006, 2007, 2008 and 2009.
4. Received upon the effective date of the merger pursuant to the Merger Agreement in exchange for a stock option to acquire 100,000 shares of common stock of Solar Power, Inc., a California corporation, at an exercise price of $1.00 per share.
5. Received upon the effective date of the merger pursuant to the Merger Agreement in exchange for a performance stock option to acquire 100,000 shares of common stock of Solar Power, Inc., a California corporation, at an exercise price of $1.00 per share.
6. This option vests based on the Issuer's satisfaction of certain financial performance criteria for each of the calendar years ending December 31, 2007, 2008, 2009 and 2010. The vesting determination will occur on December 31, 2010.
/s/ Stephen C. Kircher 01/02/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.