ORMAT TECHNOLOGIES, INC.

8-K · ora20260604_8k.htm iXBRL

0001296445

 2026-06-04
 2026-06-04

  

 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): June 4, 2026

  

 Ormat Technologies, Inc.

  

  

 (Exact Name of Registrant as Specified in Its Charter)

  

  

 Delaware

 001-32347

 No. 88-0326081

 (State or Other Jurisdiction of Incorporation)

 (Commission File Number)

 (I.R.S. Employer Identification No.)

 6884 Sierra Center Pkwy , Reno , Nevada

  

 89511

 (Address of Principal Executive Offices)

  

 (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))

  

 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  

  

 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.☐

  

  

  

  

 Item 5.07 

 Submission of Matters to a Vote of Security Holders.

  

 Stockholders voted on the following three proposals at the Company’s 2026 Annual Meeting. For more information on the following proposals submitted to stockholders, see the 2026 Proxy Statement. The results of the votes were as follows:

  

  

 Proposal 1 - Election of Directors

 The stockholders elected the following eight individuals to the Board to serve as directors until the 2027 annual meeting of stockholders and until their successors have been duly elected and qualified or until the earlier of their death, resignation, retirement, disqualification or removal from office:

  

 Votes For

 Votes Against

 Votes Abstained

 Broker Non-Votes

 Isaac Angel

 48,787,627

 1,364,629

 19,326

 1,206,958

 Ravit Barniv

 49,900,416

 251,992

 19,174

 1,206,958

 Karin Corfee

 49,796,002

 357,102

 18,478

 1,206,958

 David Granot

 48,767,280

 1,385,638

 18,664

 1,206,958

 Michal Marom

 47,481,759

 2,670,000

 19,823

 1,206,958

 Dafna Sharir

 48,635,863

 1,510,070

 25,649

 1,206,958

 Stanley B. Stern

 48,713,601

 1,439,644

 18,337

 1,206,958

 Byron G. Wong

 49,896,718

 255,572

 19,292

 1,206,958

  

 Proposal 2 –  Approval of the Compensation of our Named Executive Officers on an Advisory Basis

 The stockholders approved, in a non-binding, advisory vote, the compensation paid to the Company’s named executive officers.

  

 Votes For

 Votes Against

 Votes Abstained

 Broker Non-Votes

  

 47,012,094

 3,103,710

 55,778

 1,206,958

  

 Proposal 3 –  Ratification of Appointment of Kesselman & Kesselman for 2025.

 The stockholders ratified 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, 2026.

  

 Votes For

 Votes Against

 Votes Abstained

  

  

 51,202,458

 92,147

 83,935

  

  

  

  

  

 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/  Doron Blachar

 Name:
 Doron Blachar

 Title:
 Chief Executive Officer

                           

 Date: June 4, 2026