Ormat Technologies, Inc. (ORA) Earnings Call Transcript & Summary
May 9, 2023
Earnings Call Speaker Segments
Operator
operatorHello, and welcome to the Ormat Annual Meeting of Stockholders. Please note that this meeting is being recorded. [Operator Instructions] The meeting is about to begin.
Isaac Angel
executiveGood morning, ladies and gentlemen. I want to welcome all of you to the 2023 Annual Meeting of Stockholders of Ormat Technologies. I'm Isaac Angel, Chairman of the Board of Ormat Technologies, and I will act as the Chairman of this meeting. In order to provide greater shareholders access and for the convenience of our shareholders, this virtual meeting conducted via live audio webcast. At this time, I call the meeting to order. I'll first ask our General Counsel, Chief Compliance Officer and Corporate Secretary, Jessica Woelfel, to explain the mechanics of today's meeting. I will then introduce certain key participants who are attending this meeting, including our Board of Directors. Once introductions are complete, we will move to the proposals to be voted on. There are 4 proposals to be voted on this annual meeting, each of which is described in our proxy statement. The election of directors, the ratification of appointment of Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited, as Ormat's independent registered public accounting firm for the current fiscal year, an advisory vote to approve executive compensation and an advisory vote on frequency of future advisory votes on executive compensation. We will then have a question-and-answer period, followed by a preliminary report on the voting results. Jessica, will you review the mechanics of this meeting?
Jessica Woelfel
executiveThank you, Isaac. First, if you have not already voted your shares or if you previously voted your shares and would like to change your vote, you may do so by clicking on the vote button on your webcast screen. Voting will remain open until we conclude our presentation of the 4 proposals to be voted on at this meeting. Second, during the Q&A period, we will answer as many questions as possible. You can submit a question during the meeting by typing your questions through the messaging icon at the top of the left side of your screen. We ask that you submit no more than one question or comment relating to a given agenda item and that all questions or comments related to the matters to be voted on during this meeting be submitted before those matters are presented. The polls for each matter upon which stockholders will vote at this meeting opened at 10 a.m. Eastern Time this morning and will remain open until an announcement that the polls are closed. The agenda and rules of context for today's meeting are available on the virtual meeting portal. Isaac?
Isaac Angel
executiveThank you, Jessica. Now I would like to introduce the members of our current Board of Directors, each of whom is a current director nominee. Present at the meeting either live or online are Karin Corfee, David Granot, Michal Marom, Mike Nikkel, Dafna Sharir, Stanley Stern, Hidetake Takahashi and Byron Wong. Also present in person, we have our Chief Executive Officer, Doron Blachar; and our Chief Financial Officer, Assaf Ginzburg. Representing our outside auditor, we have [Ethan Glazer] from Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited. American Stock Transfer and Trust Company, our transfer agent, has been appointed to act as the Inspector of Election. Doron Blachar, Ginzburg and Jessica Woelfel have been appointed as proxies on behalf of the Board of Directors for today's annual meeting. I will advise my our Corporate Secretary that the notices of this meeting were duly and properly given in accordance with the bylaws of the company. And that mainly commenced on March 28, 2023, to those individuals who were stockholders of record as of March 20, 2023. The record date for stockholders entitled to notice of this meeting. I've been also been advised that the quorum is present today. Since a quorum is present, I declare this annual meeting of shareholders of Ormat Technologies duly convened. I would like to present the 4 proposals submitted by management for approval. Once each proposal has been presented for consideration. I will declare the polls for all proposals closed. The first matter to be voted on is proposal #1, the election of each of the 9 director nominees to serve as directors of the company until the 2024 Annual Meeting of Stockholders. The Board of Directors has recommended that stockholders vote for the election of each of the director nominees. The second matter to be voted on is proposal 2, a proposal to ratify the appointment of Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited, as the company's independent registered public accounting firm for the fiscal year ending December 31, 2023. The Board of Directors has recommended that stockholders vote for the ratification of Kesselman & Kesselman as our independent registered public accounting firm for 2023. The third matter to be voted on is proposal #3, the proposal to approve in a nonbinding advisory vote, the compensation paid to the company's named executive officers. The Board of Directors has recommended that stockholders vote for the approval of the compensation paid to our named executive officers. The fourth matter to be voted on is proposal #4, a proposal to approve in a nonbinding advisory vote, the frequency of future advisory votes on the compensation for our named executive officers. The Board of Directors has recommended that stockholders vote for a frequency of 1 year. That concludes the presentation of proposals, and I now declare the polls closed. We will now address any pertinent stockholder questions at this time. Jessica, can you please advise if we have any questions.
Jessica Woelfel
executiveWe do not have any questions at this time, and we can move on.
Isaac Angel
executiveThank you, Jessica. At this time, I would like to hear the voting results. Please?
Jessica Woelfel
executiveI have received the preliminary tabulation from AST. And based on that tabulation, I am pleased to report that the 9 nominees have been duly elected as directors of this company for the ensuing year. Kesselman & Kesselman, a member of the firm of PricewaterhouseCoopers International Limited, as independent registered public accounting firm of the company for the fiscal year ending December 31, 2023, has been ratified. The compensation of the named executive officers has been approved, and the frequency of future advisory votes on the compensation for our named executive officers is 1 year. The inspector of election will file his report with respect to the results of the final voting in the minutes of this meeting.
Isaac Angel
executiveThank you very much, Jessica. Since there are no other matters to discuss, I will adjourn the meeting. I want to thank everyone for attending today, and thank you for your continued support of Ormat Technologies.
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