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ORMAT TECHNOLOGIES, INC. Director's Dealing 2024

Jul 2, 2024

6968_rns_2024-07-02_17bf015d-61a4-4943-84d3-33908fc2d1e4.pdf

Director's Dealing

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

FORM 4

Washington, D.C. 20549

OMB APPROVAL
--------------

OMB Number: 3235-0287 Estimated average burden hours per response: 0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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

1. Name and Address of Reporting Person*
Blachar
Doron
2. Issuer Name
and
Ticker or Trading Symbol
ORMAT TECHNOLOGIES, INC.
[
ORA
]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
(Last)
6140 PLUMAS ST.
(First)
(Middle)
C/O ORMAT TECHNOLOGIES, INC.
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2024
X
CEO
Director
Officer (give title
below)
below) 10% Owner
Other (specify
(Street)
RENO
NV
89519
(City)
(State)
(Zip)
4. If Amendment, Date of Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable
Line)
X
Form filed by One Reporting Person
Form filed by More than One Reporting
Person
Rule 10b5-1(c) Transaction Indication
Check this box to indicate that a transaction was made
pursuant to a contract, instruction or written plan that is
intended to satisfy the affirmative defense conditions of
Rule 10b5-1(c). See Instruction 10.
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.
Transaction
Code (Instr.
8)
4. Securities Acquired
(A) or Disposed Of (D)
(Instr. 3, 4 and 5)
5. Amount of
Securities
Beneficially
Owned
6.
Ownership
Form:
Direct (D)
7. Nature
of Indirect
Beneficial
Ownership
Code V Amount (A)
or
(D)
Price Following
Reported
Transaction(s)
(Instr. 3 and 4)
or Indirect
(I) (Instr. 4)
(Instr. 4)
Common Stock, par value \$0.001 per share
7/01/2024
Common Stock, par value \$0.001 per share
7/01/2024
M(1)(2) 981 A \$0 21,972 D
M(3) 1,505 A \$0 23,477 D
Table II -
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of
Derivative
Security
(Instr. 3)
2.
Conversi
on or
Exercise
Price of
Derivativ
e
Security
3. Transaction
Date
(Month/Day/Y
ear)
3A. Deemed
Execution
Date, if any
(Month/Day/Y
ear)
4.
Transact
ion 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/Ye
ar)
7. Title and
Amount of
Securities
Underlying
Derivative Security
(Instr. 3 and 4)
8.
Price
of
Deriv
ative
Secur
ity
9.
Number
of
derivativ
e
Securitie
s
10.
Ownersh
ip Form:
Direct
(D) or
Indirect
(I) (Instr.
11.
Nature
of
Indirect
Benefici
al
Ownersh
Code V (A) (D) Date
Exerci
sable
Expirati
on Date
Title Amount
or
Number
of
Shares
(Instr.
5)
Benefici
ally
Owned
Followin
g
Reporte
d
Transact
ion(s)
(Instr. 4)
4) ip (Instr.
4)
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) 7/01/2024 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.

Remarks:

/s/ Jessica Woelfel, as attorney-in-fact 07/2/2024

** Signature of Reporting Person Date