Ondas registers 6,351 shares for resale

Ondas Inc. filed a prospectus supplement covering the resale of 6,351 shares of its common stock by certain stockholders.

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Form Type

8-K

Rhea-AI Filing Summary

Ondas Inc. filed a prospectus supplement covering the resale of 6,351 shares of its common stock by certain stockholders. These shares were originally issued in connection with Ondas’s acquisition of World View Enterprises Inc., a Delaware corporation.

The filing updates Ondas’s effective Form S-3ASR shelf registration to allow those holders to sell their shares from time to time. The company also notes that the original issuance of these shares was an unregistered sale exempt under Regulation D, and it provides a Nevada legal opinion from Snell & Wilmer L.L.P. as an exhibit.

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, or exhibit attachments filed with this report.

Key Figures

Shares registered for resale: 6,351 shares Par value per share: $0.0001 per share Shelf registration file number: File No. 333-290121

3 metrics

Shares registered for resale 6,351 shares Common stock covered by prospectus supplement on Form S-3ASR

Par value per share $0.0001 per share Common stock of Ondas Inc.

Shelf registration file number File No. 333-290121 Effective Form S-3ASR referenced in the prospectus supplement

Key Terms

prospectus supplement, Form S-3ASR, Regulation D, 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 D regulatory

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

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

Unregistered Sales of Equity Securities regulatory

"Item 3.02 Unregistered Sales of Equity Securities"

Other Events regulatory

"Item 8.01. Other Events On May 8, 2026, Ondas Inc."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Ondas Inc. (ONDS) disclose in its May 8, 2026 Form 8-K?

Ondas Inc. disclosed that it filed a prospectus supplement to an existing shelf registration to allow certain stockholders to resell 6,351 common shares. These shares were previously issued in connection with Ondas’s acquisition of World View Enterprises Inc., a Delaware corporation.

How many Ondas Inc. shares are covered by the new prospectus supplement?

The prospectus supplement covers the resale of 6,351 shares of Ondas Inc. common stock. These shares, with a par value of $0.0001 per share, are held by stockholders who received them as consideration in the acquisition of World View Enterprises Inc.

Why do the Ondas Inc. shares in the World View acquisition qualify as unregistered sales?

Ondas Inc. states that the issuances of the 6,351 shares connected to the World View acquisition were exempt from Securities Act registration under Regulation D. This exemption allows certain private offerings to accredited or qualified investors without a full public registration process.

What is the purpose of the Ondas Inc. Form S-3ASR shelf registration mentioned?

The Form S-3ASR shelf registration allows Ondas Inc. to register securities for resale efficiently. The May 8, 2026 prospectus supplement specifically adds 6,351 common shares so certain stockholders can sell them from time to time on the market or through other permitted methods.

Which law firm provided the legal opinion for Ondas Inc.’s registered shares?

Snell & Wilmer L.L.P., serving as Ondas Inc.’s Nevada counsel, provided the legal opinion on the validity of the 6,351 registered shares. This opinion is filed as Exhibit 5.1, with a related consent included as Exhibit 23.1 in the same Form 8-K.

What exhibits are attached to Ondas Inc.’s May 8, 2026 Form 8-K?

The filing includes Exhibit 5.1, a legal opinion from Snell & Wilmer L.L.P. as Nevada counsel; Exhibit 23.1, their consent incorporated within the opinion; and Exhibit 104, the cover page Inline XBRL data file required for electronic reporting compliance.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/08/2026 - 04:25 PM EDT

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) May 8, 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 of the Securities Act of 1933, as amended, in accordance with Regulation D thereunder.

Item 8.01. Other Events

On May 8, 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 6,351 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share. As previously disclosed on April 1, 2026, such stockholders acquired 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: May 8, 2026	ONDAS INC.

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

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents