Business Context and Reporting Period
This Form 8-K Current Report was filed by Ormat Technologies, Inc. on November 4, 2009. The filing addresses corporate governance changes, specifically amendments to executive compensation and the appointment of a new senior officer.
Key Financial Metrics
The filing does not provide specific financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity figures. The only financial metric disclosed relates to the calculation of an executive bonus, which is tied to annual consolidated profits (after tax) exceeding $2,000,000.
Material Changes
- Executive Compensation Amendment: The employment agreement for Yoram Bronicki, President and Chief Operating Officer, was amended. His annual bonus is now set at 0.75% of the Company's annual consolidated profits (after tax) above $2,000,000. Capital gains or losses from the dilution of investments in subsidiaries are excluded from this calculation. The bonus is capped at six times his annual base salary. This change is effective for the fiscal year 2009.
- Executive Appointment: Nadav Amir was appointed to the newly created position of Executive Vice President of Operations, effective immediately. He previously served as Executive Vice President of Engineering since July 1, 2004. Mr. Amir will report to Mr. Bronicki and oversee global operations. His compensation package remains unchanged.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, outlook, or management commentary regarding future financial performance. No specific risks or contingencies are disclosed in this report, other than the standard incorporation by reference of the full employment agreement amendment.
Key Facts for Investor Verification
- Verify the exact terms of the bonus cap (six times base salary) and the base salary amount for Yoram Bronicki to assess potential compensation liability.
- Confirm the identity of the officer assuming Nadav Amir's former responsibilities as head of the engineering group.
- Review the full text of Exhibit 10.8.3 for any additional material terms of the employment amendment not summarized in the report.