ORMAT TECHNOLOGIES, INC.·4

Mar 25, 6:03 AM ET

Woelfel Jessica 4

4 · ORMAT TECHNOLOGIES, INC. · Filed Mar 25, 2026

Research Summary

AI-generated summary of this filing

Updated

Ormat (ORA) GC Jessica Woelfel Receives Award, Sells Shares

What Happened

  • Jessica Woelfel, General Counsel, Chief Compliance Officer and Corporate Secretary of Ormat Technologies (ORA), had performance stock units (PSUs) and restricted stock units (RSUs) vest on March 21, 2026. She received 3,500 shares from performance-vested PSUs (no cash cost), 563 shares from vested RSUs, and 1,168 shares remained as RSUs (continue to time-vest).
  • To satisfy tax withholding related to the vesting, 563 vested units were surrendered (derivative disposition at $0) and 136 shares were sold in the open market on March 24, 2026 at $107.79 per share, generating $14,659.

Key Details

  • Transaction dates: March 21, 2026 (vest/convert/award), March 24, 2026 (open-market sale).
  • Open-market sale: 136 shares at $107.79, proceeds $14,659 (sell-to-cover for tax withholding).
  • Derivative/awards: 3,500 PSUs paid out (performance- and time-vested), 1,168 PSUs converted to RSUs (remain time-vested until Mar 21, 2027), and 563 RSUs vested and converted to shares.
  • Shares surrendered: 563 shares shown as disposed (derivative) at $0 to satisfy withholding per the award agreement.
  • Shares owned after transaction: not specified in the filing.
  • Notable footnotes: performance vesting achieved (75% on relative TSR and 200% on MW capacity); the open-market sale was an automatic, non‑discretionary sell-to-cover mandated by the award agreement.

Context

  • This was largely an award/vesting event (A and M codes) rather than a voluntary market buy or discretionary sell; the small open‑market sale was automatic to cover taxes, a common administrative outcome of RSU/PSU vesting.
  • Derivative entries reflect conversion of award units into common shares (exercise/conversion of PSUs/RSUs), not a paid option purchase.

Insider Transaction Report

Form 4
Period: 2026-03-21
Woelfel Jessica
GC, CCO, and CS
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-03-21+5633,996 total
  • Exercise/Conversion

    Common Stock

    [F2][F3]
    2026-03-21+3,5007,496 total
  • Sale

    Common Stock

    [F4]
    2026-03-24$107.79/sh136$14,6597,360 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1]
    2026-03-21563563 total
    Common Stock (563 underlying)
  • Award

    Restricted Stock Units

    [F2][F3]
    2026-03-21+1,1681,168 total
    Common Stock (1,168 underlying)
Footnotes (4)
  • [F1]This portion of restricted stock units (the "RSUs") vested on March 21, 2026, being the third anniversary of the grant date. Each RSU represents the right to receive one share of ORA common stock upon vesting; these RSUs were granted on March 21, 2023, and vest 25% on each of the first, second, third and fourth anniversaries of the grant date.
  • [F2]On March 21, 2023, the reporting person was granted performance stock units (with a target amount of 3,395), each of which represents the right to receive one share of ORA common stock upon vesting (the "PSUs"). Pursuant to their terms, the PSUs are not deemed vested until they are both performance-vested and time-vested. The PSUs performance vest on the third anniversary of the grant date, based on the issuer's achievement of the performance goals (50% relative total stockholder return ("relative TSR") and 50% megawatt capacity ("MW capacity")) between the grant date and such third anniversary, in certain amounts (between 0% and 150% of target on the relative TSR goals, and between 0% and 200% of target on the MW capacity goals), and time vest 75% on the third anniversary of the grant date, and 25% on the fourth anniversary, based on the reporting person's continued service.
  • [F3]On March 21, 2026, the third anniversary of the grant date of the PSUs, the PSUs performance vested, based on achievement of 75% on the relative TSR goals and 200% on the MW capacity goals. 75% (3,500 PSUs) were immediately paid out, as they were time-vested based on the reporting person's continued service since the grant date. The remaining 25% (1,168 PSUs) remain subject to time-vesting until the fourth anniversary of the grant date, based on the reporting person's continued service, and are thus represented as RSUs. Each RSU represents the right to receive one share of ORA common stock upon vesting.
  • [F4]Represents shares of common stock sold in the open market on March 24, 2026, as part of an automatic sell-to-cover transaction, which was non-discretionary and mandated by the applicable award agreement, in order to satisfy the reporting person's tax withholding obligations in connection with the vesting of RSUs on March 21, 2026.
Signature
/s/ Jessica Woelfel|2026-03-24

Documents

1 file
  • 4
    rdgdoc.xmlPrimary

    FORM 4