SATC Satcon Technology Corp. (MM)

ITEM 5.02 - DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On September 13, 2007, SatCon Technology Corporation (the “Company”) entered into an employment agreement (the “Employment Agreement”) with David E. O’Neil, Vice President of Finance of the Company (the Company’s principal financial officer).  The Employment Agreement is renewed annually unless either party gives the other not less than 3 months notice of non-renewal.  The Employment Agreement provides that Mr. O’Neil will be paid a base salary at an annual rate of $195,780 and will be eligible to participate in the Company’s employee benefit programs.

The Employment Agreement provides that in the event that Mr. O’Neil’s employment is terminated by the Company at any time without cause (as defined in the Employment Agreement) or is not renewed, the Company is required to pay Mr. O’Neil his then current base salary over the twelve month period following the effectiveness of such termination.  Following such termination, Mr. O’Neil’s unvested stock options will immediately vest and he will be able to exercise all previously granted options for two years thereafter.  The Company will continue to maintain health and dental benefits for Mr. O’Neil for one year thereafter as well.  Mr. O’Neil has also agreed to maintain the confidentiality of the Company’s confidential information and not to compete with the Company while his Employment Agreement is in effect and for a period of one year thereafter.

This description of the Employment Agreement is fully qualified by reference to the Employment Agreement, which is attached to this Current Report on Form 8-K as Exhibit 10.1 hereto and incorporated herein by reference.

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