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Form 8-K · Current Report · Filed 2025-12-17

Ondas Holdings Announces Exchange of Convertible Notes and Warrants for Common Stock

Ondas Holdings Inc. has executed exchange agreements to convert convertible promissory notes and warrants held by certain private investors into shares of its common stock, effective December 17, 2025, and January 5, 2026. The transaction resulted in the issuance of approximately 5.3 million shares of common stock and is exempt from registration requirements under Regulation D. Additionally, the Company disclosed a one-time, non-cash charge of approximately $56.6 million expected to be recorded in the fourth quarter of 2025. Financial statements and related exhibits were also filed.

Filer
Ondas Holdings Inc. ONDS · NASDAQ
Filed
Accession
0001213900-25-122822
CIK
0001646188
Signal
Medium impactTechnology

Items reported

Item 1.01

Entry into a Material Definitive Agreement

Financial Instrument Agreement
Item 7.01

Regulation FD Disclosure

Regulation FD Disclosure
Item 9.01

Financial Statements and Exhibits

Exhibits Furnished

Market reaction

Close before filing

$8.09

Next session

-3.6%

Since filing

-7.7%

Latest close

$7.46

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from ONDS reporting the same item, with the next session's move:

About Ondas Holdings Inc.

Ondas Holdings Inc. is a technology company specializing in advanced wireless networking solutions. The company's primary function is to develop and provide mission-critical networking infrastructure for the Industrial Internet of Things (IIoT). Ondas Holdings offers its proprietary FullMAX radio platform, which is designed for secure, reliable, and extensive coverage networking in open and challenging environments, making it particularly suitable for industrial and commercial sectors. The industries it impacts include utilities, transportation, and public safety, among others, by providing robust wireless communication networks that enhance operational efficiencies and safety protocols. Ondas Holdings is significant in the market for its innovative approach to addressing the unique communication needs of large-scale enterprises, driving the digital transformation of traditional industries towards more connected and data-driven operations.

Exchange NASDAQ Industry Communication Equipment Company website ↗

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