Form 4: Ormat EVP Exercises SARs, Sells Shares Under 10b5-1 Plan

Ormat Technologies' EVP, Ofer Benyosef, exercised Stock Appreciation Rights and subsequently sold common stock on November 5, 2025, under a pre-arranged 10b5-1 plan.

Summary

• Ofer Benyosef, EVP, Energy Storage & BD at Ormat Technologies, Inc., reported transactions on November 5, 2025.
• Exercised 21,271 Stock Appreciation Rights (SARs) with an exercise price of $68.34, which were set to expire on May 12, 2026.
• Exercised an additional 3,300 Stock Appreciation Rights (SARs) with an exercise price of $71.15, set to expire on March 1, 2028.
• The market value of Ormat common stock on the date of exercise was $115.00 per share.
• A total of 12,640 shares were effectively disposed of as a result of the first SAR exercise, representing the difference between SARs exercised and shares issued.
• An additional 2,041 shares were effectively disposed of as a result of the second SAR exercise, representing the difference between SARs exercised and shares issued.
• Sold 9,890 shares of common stock in the open market at a price of $115.00 per share.
• These transactions were conducted pursuant to a Rule 10b5-1 plan adopted by the reporting person on June 26, 2025.
• Following these reported transactions, Benyosef's direct beneficial ownership of common stock is 1,621 shares.

Sentiment

Score: 5

Explanation: The filing details a routine insider transaction involving the exercise of Stock Appreciation Rights and subsequent sale of common stock under a pre-arranged 10b5-1 plan. This is generally neutral, as the exercise indicates value realization for the insider, while the sale is pre-scheduled and not necessarily indicative of new sentiment regarding the company's future.

Positives

• EVP Ofer Benyosef realized gains by exercising Stock Appreciation Rights (SARs) where the market value ($115.00) significantly exceeded the exercise prices ($68.34 and $71.15).

Negatives

• EVP Ofer Benyosef sold 9,890 shares of common stock in the open market at $115.00 per share, reducing his direct beneficial ownership to 1,621 shares.
• A significant portion of shares that would have been issued from SAR exercises were effectively withheld to cover the 'spread' (difference between market value and exercise price), reducing the net shares received by the insider.

Risks

• The sale of common stock by a key executive, even if pre-planned under a 10b5-1 plan, could be interpreted by some investors as a signal, potentially impacting investor sentiment.

Future Outlook

N/A

Industry Context

N/A

Stakeholder Impact

• Shareholders: May view the executive's sale of shares as a slight negative, though the pre-arranged 10b5-1 plan mitigates concerns about immediate sentiment or new information.

Key Dates

Recommendation

This Form 4 details a routine insider transaction involving the exercise of Stock Appreciation Rights and subsequent sale of common stock under a pre-arranged 10b5-1 plan. While the sale reduces the executive's direct holdings, the pre-planned nature mitigates concerns about immediate sentiment. The transaction itself does not provide new fundamental information about the company's operational performance or future prospects to warrant a change in investment recommendation.

Keywords

Ormat Technologies, ORA, Form 4, insider transaction, stock appreciation rights, SARs, executive compensation, stock sale, 10b5-1 plan