Ondas Holdings (NASDAQ: ONDS) closes 53M-share stock offering on Aug. 15

Rhea-AI Filing Summary

Ondas Holdings Inc. closed an underwritten public offering of 53,084,000 shares of its common stock, including 6,924,000 shares sold through the underwriter’s full exercise of its over-allotment option. As of August 15, 2025, the company reported a cash balance of approximately $229 million and 274,499,489 shares of common stock outstanding, which includes the net proceeds and the new shares issued in the offering. The company also furnished a press release describing the completion of the transaction.

Positive

• Stronger liquidity position: As of August 15, 2025, Ondas reported an approximate cash balance of $229 million, reflecting funds from the completed underwritten stock offering.

Negative

• Meaningful equity dilution: The underwritten public offering added 53,084,000 new common shares, contributing to a total of 274,499,489 shares outstanding as of August 15, 2025, which reduces existing shareholders’ ownership percentages.

Insights

Equity Capital Markets Analyst

Ondas raises cash via a large underwritten stock offering, increasing shares outstanding.

Ondas Holdings Inc. completed an underwritten public offering of 53,084,000 common shares, with the underwriter exercising its over-allotment option for an additional 6,924,000 shares. This type of transaction typically brings new capital onto the balance sheet in exchange for issuing additional equity.

Following this deal, as of August 15, 2025 the company reported cash of about $229 million and 274,499,489 common shares outstanding. The increase in the share count can dilute existing holders’ ownership percentages, while the higher cash balance provides additional financial resources. The net effect on valuation depends on how effectively the new capital is deployed relative to the added share base.

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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) August 15, 2025

Ondas Holdings Inc.

(Exact name of registrant as specified in its charter)

Nevada		001-39761		47-2615102
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

One Marina Park Drive, Suite 1410, Boston, MA 02210

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (888) 350-9994

N/A

(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:

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

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock par value $0.0001		ONDS		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

As of August 15, 2025, Ondas Holdings Inc.'s (the "Company") cash balance was approximately $229 million and shares of the Company's common stock outstanding was 274,499,489, including the net proceeds and shares of common stock issued in the Offering (as defined below).

Item 8.01. Other Events

On August 15, 2025, the Company issued a press release announcing the closing of its underwritten public offering of 53,084,000 shares of its common stock, which includes 6,924,000 shares of common stock sold pursuant to the exercise in full by the underwriter of their over-allotment option (the "Offering"). A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release, dated August 15, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

SIGNATURES

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.

Date: August 15, 2025	ONDAS HOLDINGS INC.
	By:	/s/ Eric A. Brock
		Eric A. Brock
		Chief Executive Officer

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FAQ

What did Ondas Holdings Inc. (ONDS) announce in this 8-K?

Ondas Holdings Inc. disclosed that it closed an underwritten public offering of its common stock totaling 53,084,000 shares, including shares sold under the underwriter’s fully exercised over-allotment option.

How many shares were issued in the Ondas (ONDS) underwritten offering?

The company issued 53,084,000 shares of common stock, which includes 6,924,000 shares sold pursuant to the underwriter’s full exercise of its over-allotment option.

What is Ondas Holdings’ cash balance after the offering?

As of August 15, 2025, Ondas reported a cash balance of approximately $229 million, which reflects the net proceeds from the completed offering.

How many Ondas (ONDS) shares are outstanding after the transaction?

As of August 15, 2025, Ondas had 274,499,489 shares of common stock outstanding, including the shares issued in the underwritten offering.

Did the underwriter exercise its over-allotment option in Ondas’s offering?

Yes. The underwritten public offering includes 6,924,000 shares of common stock sold pursuant to the underwriter’s exercise in full of its over-allotment option.

Where can investors find more details on the Ondas (ONDS) offering?

Additional details are provided in the company’s press release dated August 15, 2025, which is attached as Exhibit 99.1 to this report and incorporated by reference.