Inc. (NASDAQ:INCR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On December 5, 2017, the Board of Directors (the “Board”) of Ormat Technologies, Inc. (the “Company”) and the Compensation Committee of the Board (the “Committee”) rescinded and voided the grant of 243,300 stock appreciation rights and 34,500 restricted stock units, comprising all of the equity incentive awards granted on November 7, 2017 to the Chief Executive Officer of the Company (the “CEO”) to the Company’s Amended and Restated 2012 Incentive Compensation Plan (the “Plan”). This was done because the grant and the awards exceeded the annual limit for 2017 under the terms of the Plan.

In voiding and rescinding the stock appreciation rights and restricted stock units, the Board reaffirmed its full support for, and its trust and confidence in, the CEO and his leadership of the Company and the significant contributions of the CEO and his management team to the Company. The Committee and the Board also reaffirmed their support for the overall level of the equity incentives contemplated in the awards granted on November 7 in relation to peer and benchmark information as well as the best interests of the Company. In this regard, the Committee and the Board are working to finalize a new employment agreement with the CEO, and in connection therewith intend to evaluate alternatives and provide appropriate equity incentive compensation awards to the CEO at similar or comparable levels taking into account all relevant factors.

The Company does not believe that there should be any material corporate, or personal tax liability arising solely as a result of the matters described above; however, in the event there is tax payable by the CEO, the Company has agreed to indemnify the CEO for any personal U.S. or Israel tax liabilities or expenses arising solely as a result of these matters. In either case, should taxes be payable in connection with these matters, the Company does not expect the amount thereof to be material to the financial condition, results of operations or prospects of the Company.

About Inc. (NASDAQ:INCR)

INC Research Holdings, Inc. is a global contract research organization (CRO). The Company is focused on Phase I to Phase IV clinical development services for the biopharmaceutical and medical device industries. The Company operates through two segments: Clinical Development Services and Phase I Services. The Company’s Clinical Development Services segment offers all clinical development services, including full-service global studies, as well as ancillary services, such as clinical monitoring, investigator recruitment, patient recruitment, data management, study reports to assist customers with their drug development process, quality assurance audits and specialized consulting services. The Company’s Phase I Services segment focuses on clinical development services for Phase I trials, which include scientific exploratory medicine, first-in-human studies through proof-of-concept stages and support for Phase I studies in established compounds.