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ORMAT TECHNOLOGIES, INC. — Director's Dealing 2019
Nov 13, 2019
6968_rns_2019-11-13_f1cb1846-7d59-4978-88f0-169414bbd94c.pdf
Director's Dealing
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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
OMB APPROVAL OMB Number: 3235-0287 Estimated average burden
Check this box if no longer subject to hours per response: 0.5 Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
| 1. Name and Address of Reporting Person* FALK DAN |
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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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| X | Director | 10% Owner | |||||||||||||||
| (Last) C/O ORMAT TECHNOLOGIES, INC. |
3. Date of Earliest Transaction (Month/Day/Year) 11/07/2019 |
below) | Officer (give title | Other (specify below) |
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| 6140 PLUMS ST. | 4. If Amendment, Date of Original Filed (Month/Day/Year) 11/08/2019 |
6. Individual or Joint/Group Filing (Check Applicable | |||||||||||||||
| (Street) RENO NV 89519-6075 |
Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person |
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| (City) | (State) | (Zip) | |||||||||||||||
| 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. 4. Securities Acquired (A) Transaction or Disposed Of (D) (Instr. 3, Code (Instr. 4 and 5) 8) |
Owned | 5. Amount of Securities Beneficially |
6. Ownership Form: Direct (D) or |
7. Nature of Indirect Beneficial Ownership |
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| Code | V | Amount | (A) or (D) |
Price | Following Reported Transaction(s) (Instr. 3 and 4) |
Indirect (I) (Instr. 4) |
(Instr. 4) | ||||||||||
| Common Stock | 11/07/2019 | M | 1,825(1) | A | \$0(1) | 2,584 | D | ||||||||||
| Common Stock | 11/07/2019 | S | 917(4) | D | \$77.51 | 1,667 | D | ||||||||||
| 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. |
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 |
10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| 3, 4 and 5) | Following | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount or Number of Shares |
Reported Transaction (s) (Instr. 4) |
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| Restricted Stock Units |
(1) | 11/07/2019 | M | 1,825 | 11/07/2019 (1) | 11/07/2019 (1) |
Common Stock |
1,825 | \$0 | 0 | D | ||||
| Restricted Stock Units |
(2) | 11/07/2019 | A | 1,256 (4) |
11/07/2020 (2) |
(2) | Common Stock |
1,256 | \$0 | 1,256 | D | ||||
| Stock Appreciation right |
\$76.87 | 11/07/2019 | A | 1,210 (4) |
11/07/2020 (3) |
11/06/2025 (3) |
Common Stock |
1,210 | \$0 | 1,210 | D |
Explanation of Responses:
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Each restricted stock unit represent the right to receive per share of ORA common stock upon vesting. The restricted stock units (The "RSUs") vested on November 7, 2019, the one-year anniversary of the date of grant.
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Each restricted stock unit represent the right to receive per share of ORA common stock upon vesting. The restricted stock units (The "RSUs") will vest (100%) on November 7, 2020, the one-year anniversary of the date of grant.
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The stock appreciation rights vest 100% on the one-year anniversary of the date of grant.
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The Reporting Person is amending the Form 4 filed on November 8, 2019, which, due to administrative error, inadvertently reported grants of 1,256 restricted stock units and 1,210 stock appreciation rights as dispositions rather than acquisitions; and to report on the sale of shares of common stock sold in the open market on November 7, 2019, in order to satisfy the reporting person's tax withholding obligation in connection with the vesting of the RSUs.
| /s/ Etty Rosner- as attorney | |
|---|---|
| in-fact | 11/12/2019 |
| ** 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.