Ondas Inc. (NASDAQ: ONDS) files prospectus to resell 3,378,084 shares

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Ondas Inc. filed a prospectus supplement covering the resale from time to time by certain stockholders of 3,378,084 shares of its common stock. These shares were originally issued in connection with prior acquisitions and are now being registered so those holders can sell them publicly.

The filing notes that 3,285,696 of the shares were issued as part of Ondas’s acquisition of Omnisys Ltd., and 92,388 shares were issued in the acquisition of World View Enterprises Inc. The company also discloses that the original issuances to non-U.S. investors were exempt from registration under Regulation S.

8-K Event Classification

3 items: 3.02, 8.01, 9.01

3 items

Item 3.02 Unregistered Sales of Equity Securities Securities

The company sold equity securities in a private placement or other unregistered transaction.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Shares registered for resale: 3,378,084 shares Omnisys acquisition shares: 3,285,696 shares World View acquisition shares: 92,388 shares +1 more

4 metrics

Shares registered for resale 3,378,084 shares Common stock covered by prospectus supplement on Form S-3ASR

Omnisys acquisition shares 3,285,696 shares Common stock issued in connection with acquisition of Omnisys Ltd.

World View acquisition shares 92,388 shares Common stock issued in connection with acquisition of World View Enterprises Inc.

Securities Act exemption Regulation S Exemption used for unregistered sales to non-U.S. investors

Key Terms

prospectus supplement, Form S-3ASR, Regulation S, Unregistered Sales of Equity Securities, +1 more

5 terms

prospectus supplement regulatory

"filed with the U.S. Securities and Exchange Commission a prospectus supplement to its effective registration statement"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Form S-3ASR regulatory

"its effective registration statement on Form S-3ASR (File No. 333-290121)"

Form S-3ASR is a type of SEC registration that lets large, well-known public companies pre-register securities so they can be sold quickly when needed, similar to having a pre-approved credit line they can draw on at short notice. For investors, it matters because it signals a company's readiness to raise cash fast, which can affect share supply and price (dilution) and reveal how easily the company can fund growth or handle short-term needs.

Regulation S regulatory

"exempt from the registration requirements under the Securities Act of 1933, as amended, in accordance with Regulation S thereunder"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

Unregistered Sales of Equity Securities regulatory

"Item 3.02 Unregistered Sales of Equity Securities."

resale from time to time financial

"covering the resale from time to time by certain stockholders of 3,378,084 shares"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Understanding 8-K Material Events →

Available on EDGAR 2026/06/26 - 21:03 Accepted by SEC EDGAR 2026/06/26 - 21:03

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) June 26, 2026

Ondas 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.)

222 Lakeview Avenue, Suite 800, West Palm Beach, Florida 33401

(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 3.02 Unregistered Sales of Equity Securities.

The disclosure included in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference. The issuances of the Shares (as defined below) in Item 8.01 below are exempt from the registration requirements under the Securities Act of 1933, as amended (the “Securities Act”), in accordance with Regulation S thereunder, for sales to non-U.S. investors outside of the United States.

Item 8.01. Other Events

On June 26, 2026, Ondas Inc. (the “Company”) filed with the U.S. Securities and Exchange Commission a prospectus supplement to its effective registration statement on Form S-3ASR (File No. 333-290121) covering the resale from time to time by certain stockholders of 3,378,084 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share. As previously disclosed on May 21, 2026, such stockholders acquired 3,285,696 of the Shares in connection with the Company’s acquisition of Omnisys Ltd., a company organized under the laws of the State of Israel. As previously disclosed on April 1, 2026, such stockholders acquired 92,388 of the Shares in connection with the Company’s acquisition of World View Enterprises Inc., a Delaware corporation. A copy of the legal opinion of Snell & Wilmer L.L.P., the Company’s Nevada counsel, relating to the legality of the Shares is attached as Exhibit 5.1 hereto.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
5.1		Opinion of Snell & Wilmer L.L.P. (Nevada Counsel)
23.1		Consent of Snell & Wilmer L.L.P. (Nevada Counsel) (included in Exhibit 5.1).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: June 26, 2026	ONDAS INC.

	By:	/s/ Eric Brock
		Eric A. Brock
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did Ondas Inc. (ONDS) disclose in this 8-K filing?

Ondas Inc. disclosed that it filed a prospectus supplement registering 3,378,084 common shares for resale by certain stockholders. These shares were previously issued in acquisitions of Omnisys Ltd. and World View Enterprises Inc. and are now eligible for public resale under an effective shelf registration.

How many Ondas Inc. (ONDS) shares are covered for resale?

The prospectus supplement covers the resale of 3,378,084 Ondas Inc. common shares. These shares consist of 3,285,696 shares issued in the Omnisys Ltd. acquisition and 92,388 shares issued in the World View Enterprises Inc. acquisition, all under an existing Form S-3ASR registration statement.

Who is reselling Ondas Inc. (ONDS) shares under this prospectus?

Certain existing Ondas Inc. stockholders are registering 3,378,084 shares for resale. They received 3,285,696 shares in the Omnisys Ltd. acquisition and 92,388 shares in the World View Enterprises Inc. acquisition, and may sell these shares from time to time under the shelf registration.

How were the Ondas Inc. (ONDS) shares originally issued to these stockholders?

The shares were originally issued in unregistered transactions exempt under Regulation S to non-U.S. investors. Ondas Inc. states that these issuances related to its acquisitions of Omnisys Ltd. and World View Enterprises Inc., and were made outside the United States under the Securities Act exemption.

What is the role of Form S-3ASR in this Ondas Inc. (ONDS) filing?

Ondas Inc. filed a prospectus supplement to its effective Form S-3ASR shelf registration. This supplement specifically covers the resale of 3,378,084 common shares by certain stockholders, allowing them to sell into the market over time using the existing automatic shelf registration framework.

Which acquisitions are linked to the Ondas Inc. (ONDS) resale shares?

The resale shares are tied to two Ondas Inc. acquisitions: Omnisys Ltd. and World View Enterprises Inc. Stockholders received 3,285,696 shares for the Omnisys transaction and 92,388 shares for the World View transaction, all of which are now registered for potential resale.

Filing Exhibits & Attachments

4 documents