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

On August 17, 2009, Maxwell Technologies, Inc. (the "Company") announced the promotion of George Kreigler III, aged 56, to Chief Operating Officer of the Company. Mr. Kreigler had previously been the Company's Senior Vice President, Operations. Pursuant to the terms of Mr. Kreigler's revised employment agreement, (i) Mr. Kreigler's initial annual base salary shall be $300,000,
(ii) if Mr. Kreigler meets specific performance targets, he shall be eligible to receive an annual bonus of up to 50% of his then annual base salary,
(iii) Mr. Kreigler has been granted an option to purchase 100,000 shares of the Company's Common Stock, and (iv) the Company shall provide to Mr. Kreigler certain other benefits. Mr. Kreigler remains eligible to receive a one time retention bonus of $264,000, which is contingent upon his continued employment with the Company through March 1, 2010.

Mr. Kreigler joined the Company in April 2006. As the Company's Senior Vice President, Operations, Mr. Kreigler assumed global responsibility for BOOSTCAP® ultracapacitor production, including overseeing the company's offshore manufacturing activities in China. Mr. Kreigler has more than 30 years of high technology operations management experience, including supervision of multiple large-scale offshore manufacturing facilities. Before joining the Company, Mr. Kreigler spent eight years with Quantum Corporation, most recently as corporate senior vice president and general manager of Quantum Storage Systems. Previously, he was vice president, manufacturing systems for Read-Rite Corporation, and, before that, spent 12 years in senior operations and engineering positions with disk drive manufacturer Maxtor Corporation.

The foregoing summary of Mr. Kreigler's employment agreement does not purport to be complete. Any information disclosed in this Current Report on Form 8-K shall not be construed as an admission that such information is material.

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