Statement of Changes in Beneficial Ownership (4)
June 03 2022 - 6:26PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Blachar Doron |
2. Issuer Name and Ticker or Trading Symbol
ORMAT TECHNOLOGIES, INC.
[
ORA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O ORMAT TECHNOLOGIES, INC., 6140 PLUMAS ST. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2022 |
(Street)
RENO, NV 89519-6075
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 6/1/2022 | | M | | 38823 | A | $42.87 | 48494 | D | |
Common Stock | 6/1/2022 | | D | | 19823 | D | $83.96 | 28671 | D | |
Common Stock | 6/1/2022 | | S | | 7434 | D | $83.43 (1)(2) | 21237 | D | |
Common Stock | 6/1/2022 | | S | | 8366 | D | $83.98 (2)(3) | 12871 | D | |
Common Stock | 6/1/2022 | | S | | 3200 | D | $84.81 (2)(4) | 9671 | D | |
Common Stock | 6/2/2022 | | M | | 3677 | A | $42.87 | 13348 | D | |
Common Stock | 6/1/2022 | | D | | 1885 | D | $83.62 | 11463 | D | |
Common Stock | 6/2/2022 | | S | | 1331 | D | $83.02 (2)(5) | 10132 | D | |
Common Stock | 6/2/2022 | | S | | 461 | D | $83.72 (2)(6) | 9671 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Appreciation Rights (SARs) | $42.87 | 6/1/2022 | | M | | | 38823 | (7) | 6/14/2022 | Common Stock | 38823 | $0 | 3677 | D | |
Stock Appreciation Rights (SARs) | $42.87 | 6/2/2022 | | M | | | 3677 | (7) | 6/14/2022 | Common Stock | 3677 | $0 | 0 | D | |
Explanation of Responses: |
(1) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.00 to $83.69, inclusive. The reporting person undertakes to provide to Ormat Technologies, Inc. (the "Company"), any securityholder of the Company or the staff of the Securities and Exchange Commission ("SEC Staff"), upon request, full information regarding the number of shares sold at each price within the range specified herein. |
(2) | These sales were made pursuant to a Rule 10b5-1 plan. |
(3) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.70 to $84.19, inclusive. The reporting person undertakes to provide to the Company, any securityholder of the Company or SEC Staff, upon request, full information regarding the number of shares sold at each price within the range specified herein. |
(4) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.20 to $85.19, inclusive. The reporting person undertakes to provide to the Company, any securityholder of the Company or SEC Staff, upon request, full information regarding the number of shares sold at each price within the range specified herein. |
(5) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.545 to $83.54, inclusive. The reporting person undertakes to provide to the Company, any securityholder of the Company or SEC Staff, upon request, full information regarding the number of shares sold at each price within the range specified herein. |
(6) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.55 to $84.22, inclusive. The reporting person undertakes to provide to the Company, any securityholder of the Company or SEC Staff, upon request, full information regarding the number of shares sold at each price within the range specified herein. |
(7) | The Stock Appreciation Rights ("SARs") vested and became exercisable according to the following schedule: 50% on June 14, 2018, 25% on June 14, 2019 and 25% on June 14, 2020. |
Remarks: The reporting person exercised the SARs and sold the underlying shares of common stock into the open market in light of the impending expiration of the SARs on June 14, 2022. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Blachar Doron C/O ORMAT TECHNOLOGIES, INC. 6140 PLUMAS ST. RENO, NV 89519-6075 |
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| Chief Executive Officer |
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Signatures
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/s/ Ehud Ben Yemini as Attorney -in-Fact | | 6/3/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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