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ORMAT TECHNOLOGIES, INC. Proxy Solicitation & Information Statement 2023

May 1, 2023

6968_rns_2023-05-01_914e8bd0-e172-4a63-a990-ea188fb3e8b6.pdf

Proxy Solicitation & Information Statement

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant Filed by a party other than the Registrant

Check the appropriate box:
Preliminary Proxy Statement
Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material Pursuant to §240.14a-12

ORMAT TECHNOLOGIES, INC.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):
No fee required
Fee paid previously with preliminary materials
Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

ORMAT TECHNOLOGIES, INC.

To Be Held On:

May 9, 2023 10:00 AM EDT

via live audio webcast at https://web.lumiagm.com/251938693 (Password: ormat2023)

COMPANY NUMBER
ACCOUNT NUMBER
CONTROL NUMBER

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.

If you want to receive a paper or e-mail copy of the proxy materials you must request one. There is no charge to you for requesting a copy. To facilitate timely delivery please make the request as instructed below before 4/25/2023.

Please visit https://www.astproxyportal.com/ast/13766, where the following materials are available for view:

  • Notice of Annual Meeting of Stockholders
  • Proxy Statement
  • Form of Electronic Proxy Card
  • Annual Report

TO REQUEST MATERIAL: TELEPHONE: 888-Proxy-NA (888-776-9962) 718-921-8562 (for international callers) E-MAIL: [email protected]

WEBSITE: https://us.astfinancial.com/OnlineProxyVoting/ProxyVoting/RequestMaterials

IU VOIE:

and

TO VOTE: ONLINE: To access your online proxy card, please visit www.voteproxy.com and follow the on-screen instructions or scan the QR code with your smartphone. You may enter your voting instructions at www.voteproxy.com up until 11:59 PM Eastern Time the day before the cut-off or meeting date.

VIRTUALLY AT THE MEETING: The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit https://web.lumiagm.com/251938693 (Password: ormat2023) be sure to have available the control number.

TELEPHONE: To vote by telephone, please visit www.voteproxy.com to view the materials and to obtain the toll free number to call.

MAIL: You may request a card by following the instructions above.

1. To elect the nine director nominees listed below to the Board of Directors to hold office until
the 2024 Annual Meeting of Stockholders.
NOMINEES:
(A) Isaac Angel
2. To ratify the appointment of Kesselman & Kesselman, a member firm of
PricewaterhouseCoopers International Limited, as our independent registered public
accounting firm for 2023.
(B) Karin Corfee 3. To approve, in a non-binding, advisory vote, the compensation of our named executive
officers.
(C) David Granot
(D) Michal Marom
4. To approve, in a non-binding, advisory vote, the frequency of the advisory stockholder vote
on the compensation of our named executive officers.
(E) Mike Nikkel
(F) Dafna Sharir
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ELECTION OF EACH
DIRECTOR NOMINEE, "FOR" PROPOSALS 2 AND 3, AND FOR "ONE YEAR" FOR
(G) Stanley B. Stern PROPOSAL 4.
(H) Hidetake Takahashi
(I) Byron G. Wong
Please note that you cannot use this notice to vote by mail.