8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 26, 2016

Ameresco, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-34811	04-3512838
(State or Other Juris- diction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

111 Speen Street, Suite 410, Framingham, MA	01701
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (508) 661-2200

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Election of Director

On October 26, 2016, the Board of Directors of Ameresco, Inc. elected Thomas S. Murley to serve as an independent director of the Company in the class of directors whose terms expire at Ameresco’s 2017 Annual Meeting of Stockholders and as a member of the Compensation Committee of the Board of Directors.

Mr. Murley will receive the standard compensation for non-employee directors of Ameresco, including retainer fees for Board and committee service and stock options, and will have the benefit of the Company’s standard form of director indemnification agreement.

A copy of the press release, issued on October 28, 2016 announcing the election of Mr. Murley is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The exhibits listed on the Exhibit Index immediately preceding such exhibits are furnished as part of this Current Report on Form 8-K.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AMERESCO, INC.
Date: October 28, 2016	By:	/s/ David J. Corrsin
		David J. Corrsin
		Executive Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by the Company on October 28, 2016.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:	Media Relations	CarolAnn Hibbard, 508.661.2264, news@ameresco.com
	Investor Relations	John Granara, 508.661.2215, ir@ameresco.com
		Gary Dvorchak, 323.240.5796, ir@ameresco.com

Renewable Energy Thought Leader Thomas S. Murley Joins Ameresco Board of Directors

FRAMINGHAM, MA - October 28, 2016 - Ameresco, Inc. (NYSE: AMRC), a leading energy efficiency and renewable energy company, announced today that Thomas S. Murley was elected to serve on Ameresco’s Board of Directors.

Mr. Murley is Chairman and Senior Advisor to HgCapital’s Renewable Power Partners Funds, which he co-founded and led for HgCapital from 2004 to June 2016. Mr. Murley also serves as a Non-Executive Director and Investment Committee member of the UK Green Investment Bank and is a director of the Institutional Investors Group on Climate Change.

“With more than 20 years’ of experience strategically managing funds in the conventional and renewable energy sectors, Tom is a valuable addition to our Board,” said George P. Sakellaris, Chairman, President and Chief Executive Officer of Ameresco. “His extensive experience and knowledge in this area will complement the strengths of our other members, and I expect he will be a tremendous asset to Ameresco and our shareholders.”

“Having devoted much of my career to securing capital for renewable energy projects and working with investors in the renewable energy industry, I am excited to join Ameresco, which has a demonstrated commitment to innovative renewable energy and energy efficiency solutions,” said Murley.

Prior to founding HgCapital, Mr. Murley was a managing director at EIF Group, the first private equity fund for the power industry, and an investment partner at Allianz Private Equity, following its purchase of EIF Group in 2001.

Mr. Murley is a recognized expert in the industry and has spoken at the United Nations “Geneva Dialogue” On Renewable Energy in November 2014, the United Nations Expert Group on Resource Classification in April 2015 and to the Harvard Business School Energy Forum. Mr. Murley is also a co-founder of the Low Carbon Finance Group, a group of senior energy financiers advising the UK government on finance aspects of renewable energy policy.

About Ameresco, Inc.

Founded in 2000, Ameresco, Inc. (NYSE:AMRC) is a leading independent provider of comprehensive services, energy efficiency, infrastructure upgrades, asset sustainability and renewable energy solutions for businesses and organizations throughout North America and Europe. Ameresco’s sustainability services include upgrades to a facility’s energy infrastructure and the development, construction and operation of renewable energy plants. Ameresco has successfully completed energy saving, environmentally responsible projects with Federal, state and local governments, healthcare and educational institutions, housing authorities, and commercial and industrial customers. With its corporate headquarters in Framingham, MA,

Ameresco has more than 1,000 employees providing local expertise in the United States, Canada, and the United Kingdom. For more information, visit www.ameresco.com.

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