Assaf Ginzburg
ORMAT TECHNOLOGIESAbout Assaf Ginzburg
Assaf Ginzburg, age 49, has served as Chief Financial Officer of Ormat Technologies since May 10, 2020. He holds a BA in Economics and Accounting from Tel Aviv University and is a member of the Israeli Institute of Certified Public Accountants since 2001 . In FY2024, Company metrics used for executive bonuses were revenue and adjusted EBITDA; Ormat delivered $879.7 million revenue vs $900 million target and $550.5 million adjusted EBITDA vs $531 million target . Ginzburg’s FY2024 bonus paid was $342,000 (97% of the maximum) with metric achievements of 86% (Revenue), 95% (Adjusted EBITDA), and 100% for individual performance and CEO goals components .
Past Roles
| Organization | Role | Years | Notes/Impact |
|---|---|---|---|
| Delek US Holdings, Inc. (NYSE: DK) | EVP & CFO | 2013–2017; 2019–May 2020 | Energy sector finance leadership; >15 years industry experience . |
| Delek Logistics Partners, LP (NYSE: DKL) | EVP & CFO | 2013–2017; 2019–May 2020 | Listed MLP finance leadership . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Ithaca Energy plc (LSE: ITH) | Director | Since Oct 2022 | Public energy company board member . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary (USD) | $375,748 | $393,940 | $407,723 |
| Target Bonus % | N/A (no target for NEOs other than CEO) | N/A | N/A |
| Threshold Bonus (USD) | — | — | $40,772 (Management Plan threshold) |
| Maximum Bonus (USD) | — | — | $305,792 (Management Plan max) |
| All Other Compensation (USD) | $87,441 | $85,499 | $90,785 |
| Israel-based Monthly Salary (NIS) | — | — | NIS 95,000 per employment agreement |
Notes:
- Compensation Committee set threshold and maximum bonus opportunities for FY2024 at ~10% and 83% of base salary, respectively (no “target” bonus for NEOs other than CEO) .
Performance Compensation
Annual Bonus – FY2024
| Component | Target | Actual | Achievement | Payout |
|---|---|---|---|---|
| Revenue | $900 million | $879.7 million | 86% | Included in 97% of max bonus; $342,000 total |
| Adjusted EBITDA | $531 million | $550.5 million | 95% | Included in 97% of max bonus; $342,000 total |
| Individual Performance Metrics | Company-set | Assessed | 100% | Included in 97% of max bonus; $342,000 total |
| CEO Goals (Qualitative) | Company-set | Assessed | 100% | Included in 97% of max bonus; $342,000 total |
| Bonus Gate | Net income must be positive | Positive | Met | Required for any payout |
Long-Term Incentives – FY2024 Grants
| Grant Type | Grant Date | Shares (Target) | Shares (Max) | Grant-Date Fair Value (USD) | Metrics / Vesting |
|---|---|---|---|---|---|
| PSUs – Relative TSR | 3/21/2024 | 3,208 | 4,812 | $255,000 | 3-year performance & service; 50% weighting; TSR payout capped at 100% if absolute TSR negative . |
| PSUs – Megawatts (MW) | 3/21/2024 | 3,205 | 6,410 | $255,000 | 3-year performance & service; 50% weighting . |
| RSUs | 3/21/2024 | 4,254 | — | $340,000 | 33% vest at 2nd anniversary; 67% at 3rd anniversary of grant . |
| FY2024 Stock Awards Total (All Equity) | — | — | — | $950,000 | PSUs ~60% / RSUs ~40% of annual mix . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (Shares) | 60,669 shares beneficially owned as of Mar 12, 2025 . |
| Shares Outstanding | 60,610,141 as of Mar 12, 2025 . |
| Ownership % of Outstanding | ~0.10% (calculated from 60,669 / 60,610,141) . |
| RSUs Included in Ownership | Includes 1,063 RSUs within beneficial ownership footnote . |
| Shares Pledged as Collateral | Prohibited for all executives under insider trading policy . |
| Hedging | Prohibited (no collars, forwards, options on Company stock) . |
| Stock Ownership Guidelines | Not disclosed for NEOs in the proxy sections reviewed . |
Outstanding Equity Awards (as of Dec 31, 2024)
| Award | Grant Date | Status | Quantity | Terms |
|---|---|---|---|---|
| Stock Options | 5/12/2020 | Exercisable | 25,524 | $68.34 strike; expire 5/12/2026 . |
| Stock Options | 3/1/2022 | Exercisable | 2,751 | $71.15 strike; expire 3/1/2028 . |
| Stock Options | 3/1/2022 | Unexercisable | 2,751 | $71.15 strike; expire 3/1/2028 . |
| RSUs (not vested) | 3/1/2024 | Unvested | 5,859 | Market value $396,771 at $67.72 close . |
| RSUs (not vested) | 3/1/2024 | Unvested | 2,242 | Market value $151,794 . |
| RSUs (not vested) | 3/1/2024 | Unvested | 4,427 | Market value $299,796 . |
| PSUs – TSR (unearned) | 3/21/2023 | Unearned | 1,604 | Market value $108,623 at threshold (50%) . |
| PSUs – MW (unearned) | 3/21/2023 | Unearned | 3,205 | Market value $217,043 at target (100%) . |
Notes:
- RSUs vest 33% at the second anniversary and 67% at the third anniversary of grant .
- Options are not in-the-money as of 12/31/2024 ($67.72 closing price vs $68.34 and $71.15 strikes) .
Exercises/Vesting in 2024
| Action | Shares | Value Realized |
|---|---|---|
| RSUs vested (2024) | 3,170 | $215,071 |
| SARs exercised (2024) | — | — |
Compliance note: Ginzburg filed a late Form 4 on March 4, 2025 for RSU vesting in 2024 due to administrative oversight .
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | With Ormat Systems, dated May 10, 2020 . |
| Base Compensation | Gross monthly salary NIS 95,000, linked to Israeli cost of living index; eligible annual bonus criteria set by Ormat Systems; equity participation subject to Board approval . |
| Benefits | Israeli-standard benefits: severance/pension contributions, education fund, company-leased car; health and other benefits per local law . |
| Termination Notice | Either party may terminate with four months’ prior written notice; immediate termination for Cause . |
| Severance on No-Cause Termination | Eligible for pro-rata portion of annual bonus for year of termination . |
| Restrictive Covenants | 12-month non-compete and non-solicit of employees/customers; restrictions on competitive activities and interests (except minority interest in public company) . |
| Change-in-Control Severance Plan | Tiered plan; for Tier 2 (all NEOs except CEO), lump-sum cash equal to 150% of base salary + target bonus; prorated target bonus; COBRA reimbursements for U.S. participants; accelerated vesting of all equity awards outstanding at change-in-control (PSUs vest at actual performance or target if actual cannot be determined) . |
| Equity Grant Timing | Committee typically approves annual grants in March during open window; no timing of MNPI to affect award value . |
| Clawback | NYSE-compliant clawback covering current/former executive officers; recovery of excess cash/equity incentive comp (including vested/unvested) upon restatement; 3-year lookback from Oct 2, 2023 . |
| Anti-Hedging/Pledging | Hedging and pledging of Company stock prohibited without exception; no margin accounts . |
Compensation Structure Analysis
- Cash vs Equity Mix: FY2024 total comp $1,790,508 with $407,723 salary, $342,000 bonus, and $950,000 stock awards (equity-heavy, consistent with pay-for-performance) .
- Shift to RSUs vs Options: FY2024 awards comprised RSUs and PSUs; options outstanding are from prior years with strikes above current price, emphasizing retention/performance through RSUs/PSUs rather than option leverage .
- Bonus Design: No target bonus for NEOs other than CEO; CFO threshold ~10% and maximum ~83% of salary; payout requires positive net income, limiting excessive risk-taking .
- Performance Metric Rigor: PSU metrics split 50% relative TSR and 50% MW capacity, with TSR cap if absolute TSR negative; aligns incentives with both shareholder returns and operating growth .
Investment Implications
- Alignment: Significant use of PSUs and RSUs (PSUs ~60% weight) tied to TSR and MW capacity should align CFO incentives with long-term value creation; bonus gate on positive net income adds prudence .
- Insider Selling Pressure: RSUs vest 33% at the second anniversary and 67% at the third anniversary; expect vest-related activity around March anniversaries of the 2024 grant (and earlier tranches), potentially creating periodic sale-to-cover events .
- Retention Risk: Employment agreement provides 4-month notice and standard Israeli benefits; change-in-control plan delivers 1.5x base+target bonus cash and accelerated vesting for Tier 2, supporting retention but offering meaningful exit economics if control changes .
- Ownership: Beneficial ownership is ~0.10% of outstanding shares, typical for a CFO, with strict anti-hedging/pledging policy reducing misalignment risks; late Form 4 in March 2025 appears administrative and immaterial .
- Options: Outstanding options are above the FY2024 year-end price, reducing near-term exercise incentives and limiting leveraged exposure; equity compensation relies more on RSUs/PSUs .
Overall, compensation design emphasizes long-term performance with balanced risk controls (gates, clawback, anti-hedging/pledging), and vesting cadence suggests predictable windows for insider activity tied to RSU schedules; monitoring PSU performance trajectories (TSR vs peer set and MW targets) is key for forward pay-for-performance assessment .