Chief Executive Officer Blachar Doron converted options into 2,486 shares, increasing direct ownership by 12% to 23,477 units (SEC Form 4)
$ORA
Electric Utilities: Central
Utilities
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ORMAT TECHNOLOGIES, INC. [ ORA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/01/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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, par value $0.001 per share | 07/01/2024 | M(1)(2) | 981 | A | $0 | 21,972 | D | |||
| Common Stock, par value $0.001 per share | 07/01/2024 | M(3) | 1,505 | A | $0 | 23,477 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Restricted Stock Units | (1)(2) | 07/01/2024 | M | 981 | (2) | (2) | Common Stock, par value $0.001 per share | 981 | $0 | 0 | D | ||||
| Restricted Stock Units | (3) | 07/01/2024 | M | 1,505 | (3) | (3) | Common Stock, par value $0.001 per share | 1,505 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. On July 1, 2020, the reporting person was granted performance stock units (with a target amount of 6,540), each of which represents the right to receive one share of ORA common stock upon vesting (the "PSUs"). Pursuant to their terms, the PSUs are not deemed vested until they are both performance-vested and time-vested. On July 1, 2023, the third anniversary of the grant date of the PSUs, the PSUs performance vested in an amount equal to 3,924 shares, based on the issuer's achievement of relative total stockholder return during such performance period. 75% of such PSUs were immediately paid out, as they were time-vested based on the reporting person's continued service since the grant date and the remaining 25% of such PSUs were subject to time-vesting through the fourth anniversary of the grant date, and were thus represented as restricted stock units ("RSUs"). |
| 2. On July 1, 2024, the fourth anniversary of the grant date of the PSUs, the remaining 25% of such PSUs that converted into RSUs time vested, based on the reporting person's continued service since the grant date. |
| 3. In addition to the PSUs, the reporting person was granted 6,020 time-vesting RSUs on July 1, 2020. Each RSU represents the right to receive one share of ORA common stock upon vesting. The final 25% of these time-vesting RSUs vested on July 1, 2024, the fourth-year anniversary of the date of grant. |
| /s/ Jessica Woelfel, as attorney-in-fact | 07/02/2024 | |
| ** 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. | ||