Karin Corfee

About Karin Corfee

Independent director of Ormat Technologies since June 2022; age 64. She is a member of the Audit Committee and chairs the Sustainability Committee (renamed from ESG in 2024). Education: BS in Political Economy of Natural Resources (UC Berkeley) and MS in Civil Engineering (Stanford). Core credentials include >30 years advising utilities, corporates and governments on renewable energy, storage, sustainability and strategy .

Past Roles

External Roles

Board Governance

• Independence: Board determined all director nominees except the Chair (Angel) are independent under NYSE standards; this includes independence for Audit and Compensation committee service .
• Committees and 2024 meetings:
  • Audit Committee: Member; 6 meetings in 2024. All members financially literate; committee oversees auditor selection, financial reporting, internal controls, SOX compliance, whistleblower hotline, and related-party transactions .
  • Sustainability Committee (renamed from ESG in 2024): Chair; 2 meetings in 2024. Oversees sustainability policies, climate-related risks/opportunities, environmental reporting and carbon footprint strategies .
• Attendance: In 2024 the Board met 7 times; no director attended fewer than 75% of combined Board and committee meetings. All directors serving at the time attended the 2024 annual meeting except Hidetake Takahashi .
• Audit Committee report: Signed by the Chair and members including Corfee; committee concluded the external auditor is independent and recommended including audited financials in the 2024 Form 10-K .
• Board structure: Separate Chair and CEO; Lead Independent Director (S. Stern) appointed given non-independent Chair; executive sessions held regularly without management .
• Governance policies: Overboarding limits (≤4 public boards; Audit Committee members ≤3 audit committees); 15-year director term limit .

Fixed Compensation

Director total compensation paid in FY2024 (cash + equity): Corfee $225,000 ($105,000 cash; $120,000 stock awards) .

Performance Compensation

Notes:

• Director equity is time-based RSUs; no performance metrics (e.g., TSR) apply to non-employee director awards. Grant procedures as described above .

Other Directorships & Interlocks

No public company directorships for Corfee are disclosed in the 2025 proxy .

Expertise & Qualifications

• Energy transition strategist with experience across renewables, storage, utilities, and sustainability; >30 years advisory to corporates, utilities, governments, investors .
• Academic credentials relevant to energy-resource policy and engineering (BS UC Berkeley; MS Stanford) .
• Board composite skill matrix emphasizes diversity of backgrounds and skills across the Board; committee oversight structure covers strategic, financial, ESG, cybersecurity and compensation risk domains .

Equity Ownership

Governance Assessment

• Strengths and investor-alignment signals

  • Independent director with deep sector expertise; chairs Sustainability and serves on Audit—positions aligned with ORA’s core ESG and financial reporting risks .
  • Strong engagement: Board/committee activity robust in 2024 (Board 7x; Audit 6x; Sustainability 2x) with no director below 75% attendance; Audit Committee report signed by Corfee evidences active oversight .
  • Compensation mix balanced; FY2024 director pay split of $105k cash and $120k equity encourages alignment; FY2025 modest increases reflect market benchmarking via F.W. Cook .
  • Hedging/pledging prohibited; time-based RSU ownership provides “skin in the game” while avoiding speculative practices .
  • Overboarding and 15-year term limit policies reduce entrenchment risk; Corfee’s tenure since 2022 supports Board refreshment .

• Potential risks/monitoring items

  • Outside interests: Founder/CEO of KC Strategies and board roles at ClimeCo and CRS; no related-party transactions with ORA disclosed, but continued monitoring for potential future related-person transactions is prudent .
  • No individual attendance detail is disclosed beyond the ≥75% threshold; investors may seek continued transparency on director-level attendance .

• Related-party/Conflicts

  • ORA discloses significant 2024–2025 transitions related to ORIX, but no related-person transactions involving Corfee are reported for FY2024 .

• Compensation structure changes (signals)

  • FY2025 updates increase RSU value for directors to $130k and raise chair retainers (Sustainability chair to $12.5k), modestly increasing at-risk equity exposure while compensating committee leadership workload—consistent with governance best practices .

• Shareholder engagement and Say-on-Pay environment

  • ORA conducts regular investor engagement on governance and compensation; annual Say-on-Pay advisory votes are held (next binding schedule per proxy), though results for 2025 are not included here .

Citations: DEF 14A (2025) – Director biography, age, tenure, committees, education, background DEF 14A (2025) – Audit and committee compositions, responsibilities, meetings DEF 14A (2025) – Sustainability Committee (renamed), members, meetings, remit DEF 14A (2025) – Independence determinations DEF 14A (2025) – Board policies, attendance, executive sessions, meeting counts DEF 14A (2025) – Audit Committee Report (signatories, independence conclusion) DEF 14A (2025) – Board leadership structure, Lead Independent Director DEF 14A (2025) – Director compensation program FY2024; per-director compensation table DEF 14A (2025) – Unvested RSUs by director; FY2025 program updates; use of F.W. Cook DEF 14A (2025) – Anti-hedging and anti-pledging policy; clawback policy DEF 14A (2025) – Security ownership table (beneficial ownership; outstanding shares) DEF 14A (2025) – Section 16(a) compliance statement DEF 14A (2025) – Board risk oversight; investor engagement program DEF 14A (2025) – Related-person transactions (ORIX) and policy; no mention of Corfee-related transactions