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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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Title of each class of securities to which transaction applies:
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Aggregate number of securities to which transaction applies:
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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Date Filed:
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1.
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Elect two directors, each for a term of three years;
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2.
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Hold an advisory vote on executive compensation (the “Say-on-Pay” vote);
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3.
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Hold an advisory vote to determine stockholder preferences on whether future Say-on-Pay votes should occur every one, two or three years (“Say-on-Frequency” vote);
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4.
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Ratify the appointment of PricewaterhouseCoopers LLP as Ormat Technologies, Inc.’s independent registered public accounting firm for fiscal year 2011; and
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Transact any other business that may properly come before the meeting or any postponements or adjournments of the meeting.
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the election of the two nominees to the Board of Directors;
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the approval, on an advisory basis, of the compensation of the Company’s named executive officers;
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the option that calls for future Say-on-Pay votes to be held every three years; and
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the ratification of PricewaterhouseCoopers LLP as Ormat’s independent registered public accounting firm.
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By order of the Board of Directors,
Yehudit Bronicki
Chief Executive Officer
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