ORMAT TECHNOLOGIES, INC. — Declaration of Voting Results & Voting Rights Announcements 2019

May 21, 2019

8-K 1 ora20190521_8k.htm FORM 8-K ora20190521_8k.htm Created by RDG HTML Converter v1.1.0.0 5/21/2019 7:46:46 AM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to S ection 13 OR 15(d) of the S ecurities E xchange A ct of 1934

Date of Report (Date of earliest event reported): May 21 , 201 9 (May 21 , 201 9 )

Ormat Technologies, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware (State or Other Jurisdiction of Incorporation)	No. 88-0326081 (I.R.S. Employer Identification No.)
6140 Plumas Street , Reno, Nevada (Address of Principal Executive Offices)	89519 - 6075 (Zip Code)

(775) 356-9029 (Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act.☐

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares	ORA	NYSE

Item 5.07. Submission of Matters to a Vote of Security Holders .

On May 21, 2019, the Company held its Annual Meeting. For more information on the following proposals submitted to stockholders, see the Company’s Proxy Statement. The results of the votes were as follows:

Proposal 1- Election of Directors
The following three individuals were elected to the Company’s Board of Directors to serve as Class III directors until the 2022 annual meeting of stockholders and until their successors have been duly elected and qualified.
	Votes For	Votes Against	Votes Abst ained	Broker Non-Votes
Dan Falk	36,449,977	7,124,696	6,145	775,712
Todd C. Freeland	37,849,449	5,725,121	6,248	775,712
Byron G. Wong	41,992,160	1,582,019	6,639	775,712
Proposal 2 - Ratification of Appointment of Kesselman & Kesselman for 201 9
The appointment of Kesselman & Kesselman, a member of PricewaterhouseCoopers International Limited, as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019 was ratified.
	Votes For	Votes Against	Votes Abstained
	43,520,984	323,511	512,035
Proposal 3 -Approval of the Compensation of our Named Executive Officers on an Advisory Basis
The stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers.
	Votes For	Votes Against	Votes Abstained	Broker Non-Votes
	29,204,704	14,324,531	51,583	775,712

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

O rmat Technologies, Inc.
By:	/s/Isaac Angel
Name: Isaac Angel
Title: Chief Executive Officer

Date: May 21, 2019