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Section 1: 8-K (FORM 8-K)

ora20190521_8k.htm

 



 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K

 


 

CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 21, 2019 (May 21, 2019)

 

Ormat Technologies, Inc.

 


 

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware
(State or Other Jurisdiction of Incorporation)

001-32347
(Commission File Number) 

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 Abstained

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 2019

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.

 

 

 

 

Ormat Technologies, Inc.

 

 

 

 

 

 

 

 

 

 

By:

/s/Isaac Angel

 

 

Name: Isaac Angel

 

  Title: Chief Executive Officer  

 

 

 

Date: May 21, 2019

 

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