8-K

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) February 27, 2009

STEC, INC.

(Exact name of registrant as specified in charter)

California	000-31623	33-0399154
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3001 Daimler Street, Santa Ana, California	92705-5812
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (949) 476-1180

N/A

(Former Name or Former Address, if Changed Since Last Report.)

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:

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

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

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

¨ 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 Arrangement of Certain Officers.

(d) On February 27, 2009, STEC, Inc.’s (the “Company”) Board of Directors (the “Board”), upon the recommendation of the Company’s Nominating and Corporate Governance Committee (the “Nominating Committee”), approved the appointment of Christopher Colpitts as an independent director to the Board. Mr. Colpitts’ appointment will fill the vacancy on the Board that will be created upon the resignation of Jim Peterson effective as of March 5, 2009 that was previously announced by the Company. The appointment of Mr. Colpitts to the Board will be effective March 5, 2009.

Mr. Colpitts, age 41, has been the Managing Director and Global Head of Technology Investment Banking at Deutsche Bank since May 2006. Prior to this, he spent nine years at Lehman Brothers, most recently as Managing Director and Global Head of Electronics Investment Banking.

Mr. Colpitts will be compensated pursuant to the Company’s standard compensation arrangements and plans for non-employee directors described in the STEC, Inc. Proxy Statement filed with the Securities and Exchange Commission on April 25, 2008, which includes $5,000 for attendance in person at each regular meeting of the Board, or 50% of such fees if attendance is by telephone conference.

In addition, under the Automatic Option Grant Program of the Company’s 2000 Stock Incentive Plan, Mr. Colpitts, as a non-employee Board member, will receive upon his initial appointment to the Board on March 5, 2009 an automatic option grant to purchase 30,000 shares of common stock. The option grant will have an exercise price per share equal to the closing price of the Company’s common stock on the grant date as reported on the Nasdaq Stock Market. The option will be immediately exercisable for all of the option shares; however, the Company may repurchase, at the exercise price paid per share, any shares purchased under the option which are not vested at the time of Mr. Colpitts’ cessation of Board service. The shares subject to each automatic option grant vests in a series of five successive equal annual installments upon Mr. Colpitts’ completion of each year of Board service over the five-year period measured from the grant date. However, the shares will immediately vest in full upon certain changes in control or ownership of the Company or upon Mr. Colpitts’ death or disability while serving as a Board member.

There is no arrangement or understanding pursuant to which Mr. Colpitts was selected as a director, and there are no related party transactions between the Company and Mr. Colpitts that are required to be disclosed under Item 404(a) of Regulation S-K.

A copy of a press release issued by the Company on March 4, 2009 announcing the appointment of Mr. Colpitts as a member of the Board is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description of Exhibit
99.1	Press Release, dated March 4, 2009, issued by STEC, Inc. announcing the appointment of Christopher Colpitts to the Board of Directors.

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 thereunto duly authorized.

	STEC, Inc.
Date: March 4, 2009	By:	/s/ Manouch Moshayedi
		Manouch Moshayedi
		Chief Executive Officer

Exhibit Index

Exhibit Number	Description of Exhibit
99.1	Press Release, dated March 4, 2009, issued by STEC, Inc. announcing the appointment of Christopher Colpitts to the Board of Directors.

EX-99.1

Exhibit 99.1

STEC Appoints Technology Investment Banking Veteran Chris Colpitts to Board of Directors

SANTA ANA, Calif., Mar. 4, 2009 — STEC, Inc. (Nasdaq:STEC) announced today that Chris Colpitts, Managing Director and Global Head of Technology Investment Banking at Deutsche Bank, has been appointed as an independent director to the STEC Board, effective March 5, 2009. Mr. Colpitts’ appointment to the board will fill the vacancy that will be created upon the resignation of James J. Peterson. Mr. Peterson tendered his resignation as a director effective as of March 5, 2009. Effective upon Mr. Colpitt’s appointment, STEC’s board will continue to consist of seven directors, four of whom are independent under NASDAQ rules.

In the three years that Mr. Colpitts has served as Managing Director and Global Head of Technology Investment Banking at Deutsche Bank, his responsibilities have included capital markets and M&A transactions for a broad range of companies in the technology sector and institutional-investor clients.

Prior to this, Mr. Colpitts spent nine years at Lehman Brothers, most recently as Managing Director and Global Head of Electronics Investment Banking.

“I am very pleased that Chris, a valued and trusted technology-sector advisor, has chosen to join our Board,” said Manouch Moshayedi, Chairman and CEO of STEC, Inc. “Chris’s range of experience and expertise in advising growth-stage companies, like STEC, make him a great fit as an independent director. On behalf of our Directors and my colleagues at STEC, I am excited to welcome Chris to the STEC Board.”

About STEC, Inc. (Nasdaq:STEC)

STEC, Inc., with headquarters in Santa Ana, California and offices around the globe, offers the industry’s broadest range of SSDs, each with distinct product architectures to achieve the unique requirements of specific applications, spanning storage systems, servers, ultra-mobile PCs and beyond. STEC’s multi-tiered Enterprise SSD offering enables OEMs the ability to achieve significant performance improvements, power savings and improved total cost of ownership for Enterprise Systems.

For more information, visit the Company’s web site at www.stec-inc.com.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This release contains forward-looking statements that involve risks and uncertainties, including, but not limited to, statements concerning our optimism regarding the experiences Mr. Colpitts brings to the company. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and could cause actual outcomes and results to differ materially from current expectations. Important factors which could cause actual results to differ materially from those expressed or implied in the forward-looking statements are detailed under “Risk Factors” in filings with the Securities and Exchange Commission made from time to time by STEC, including its Annual Report on Form 10-K, its quarterly reports on Form 10-Q, and its current reports on Form 8-K. The information contained in this press release is a statement of STEC’s present intention, belief or expectation. STEC may change its intention, belief or expectation, at any time and without notice, based upon any changes in such factors, in STEC’s assumptions or otherwise. STEC undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events.

CONTACT: STEC, Inc.

Mitch Gellman, Vice President of Investor Relations

(949) 260-8328

ir@stec-inc.com

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