Ondas director settles RSUs, withholds shares for taxes

Q: What did Ondas Inc. (ONDS) director Richard M. Cohen report on this Form 4?

Richard M. Cohen reported RSU vesting that delivered 9,299 shares of Ondas Inc. common stock. A portion of these shares was used to satisfy tax liabilities related to the vesting events.

Q: How many Ondas Inc. (ONDS) shares did Richard M. Cohen receive from RSU vesting?

Cohen received 9,299 shares of Ondas Inc. common stock upon RSU vesting. This included 6,482 shares from a May 28, 2026 RSU grant and 2,817 shares from an August 11, 2025 RSU grant.

Q: How many Ondas Inc. (ONDS) shares were used to cover tax liabilities?

A total of 4,816 shares of Ondas Inc. common stock were delivered or withheld for payment of tax liability arising from the RSU vesting, at a price of $9.30 per share.

Q: Were Richard M. Cohen’s Ondas Inc. (ONDS) transactions open-market buys or sells?

The filing shows no open-market purchases or sales. Reported dispositions, coded “F,” reflect shares delivered or withheld for payment of tax liability related to RSU vesting, not discretionary market trades.

Q: What are the key RSU grants reported for Ondas Inc. (ONDS) director Richard M. Cohen?

Cohen was granted 25,925 RSUs on May 28, 2026 and 15,645 RSUs on August 11, 2025. Portions vested in scheduled installments, with 6,482 and 2,817 shares of common stock delivered on August 14, 2026.

Ondas Inc. director Richard M. Cohen reported the vesting and settlement of Restricted Stock Units (RSUs) into common stock.

Filing Impact

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Ondas Inc. director Richard M. Cohen reported the vesting and settlement of Restricted Stock Units (RSUs) into common stock. A total of 9,299 shares of common stock were delivered upon vesting of RSUs granted on May 28, 2026 and August 11, 2025. In connection with these vestings, 4,816 shares of common stock were delivered or withheld for payment of tax liability attributable to the RSU vesting, at a reference price of $9.30 per share.

Insider Trade Summary

9,299 shares exercised/converted

Exercise 6 txns

Insider COHEN RICHARD M

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units ^{F3, F4}	6,482	$0.00	$0.00
Exercise	Restricted Stock Units ^{F3, F5}	2,817	$0.00	$0.00
Exercise	Common Stock ^F1	6,482	$0.00	$0.00
Tax Withholding	Common Stock ^F2	3,356	$9.30	$31K
Exercise	Common Stock ^F1	2,817	$0.00	$0.00
Tax Withholding	Common Stock ^F2	1,460	$9.30	$14K

Holdings After Transaction: Restricted Stock Units — 22,260 contracts (Direct); Common Stock — 269,336 shares (Direct)

Footnotes (5)

F1. Represents shares of Ondas Inc. (the "Company") common stock, par value $0.0001 per share ("Common Stock"), received upon vesting of Restricted Stock Units ("RSUs").
F2. These shares were sold by the Company to fund tax liability attributable to the vesting of the RSUs.
F3. Each RSU represents a contingent right to receive one share of Common Stock.
F4. On May 28, 2026, the reporting person was granted 25,925 RSUs. The RSUs (i) vested 25% on July 1, 2026 and (ii) will vest 25% on each of October 1, 2026, January 1, 2026, and April 1, 2026, provided that the reporting person is a director of the Company on the applicable vesting dates. All RSUs granted to the reporting person shall vest in full immediately upon a change in control. In connection with the vesting of these RSUs, 6,482 shares of Common Stock were delivered to the reporting person on August 14, 2026.
F5. On August 11, 2025, the reporting person was granted 15,645 RSUs. The RSUs vested (i) 1,561 RSUs during the third quarter of 2025, (ii) 2,817 RSUs during the fourth quarter of 2025, (iii) 2,816 RSUs during the first quarter of 2026, (iv) 2,817 RSUs during the second quarter of 2026, and (v) 2,817 RSUs during the third quarter of 2026 . The remaining 2,817 RSUs, will vest in the fourth quarter of 2026, provided that the reporting person is a director of the Company on the applicable vesting date. All RSUs granted to the reporting person shall vest in full immediately upon a change in control. In connection with the vesting of these RSUs, 2,817 shares of Common Stock were delivered to the reporting person on August 14, 2026.

Key Figures

RSU shares converted to common: 9,299 shares Shares for tax liability: 4,816 shares Tax withholding price: $9.30 per share +2 more

5 metrics

RSU shares converted to common 9,299 shares Total common stock delivered upon RSU vesting on August 14, 2026

Shares for tax liability 4,816 shares Shares delivered or withheld for payment of tax liability at vesting

Tax withholding price $9.30 per share Reference price for shares delivered or withheld for tax liability

RSU grant May 28, 2026 25,925 RSUs Director RSU grant subject to time-based vesting and change in control vesting

RSU grant August 11, 2025 15,645 RSUs Director RSU grant vesting in quarterly installments

Key Terms

Restricted Stock Units, tax liability, change in control

3 terms

Restricted Stock Units financial

"Represents shares of Ondas Inc. common stock received upon vesting of Restricted Stock Units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"These shares were sold by the Company to fund tax liability attributable to the vesting"

change in control financial

"All RSUs granted to the reporting person shall vest in full immediately upon a change in control"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

FAQ

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

What did Ondas Inc. (ONDS) director Richard M. Cohen report on this Form 4?

Richard M. Cohen reported RSU vesting that delivered 9,299 shares of Ondas Inc. common stock. A portion of these shares was used to satisfy tax liabilities related to the vesting events.

How many Ondas Inc. (ONDS) shares did Richard M. Cohen receive from RSU vesting?

Cohen received 9,299 shares of Ondas Inc. common stock upon RSU vesting. This included 6,482 shares from a May 28, 2026 RSU grant and 2,817 shares from an August 11, 2025 RSU grant.

How many Ondas Inc. (ONDS) shares were used to cover tax liabilities?

A total of 4,816 shares of Ondas Inc. common stock were delivered or withheld for payment of tax liability arising from the RSU vesting, at a price of $9.30 per share.

Were Richard M. Cohen’s Ondas Inc. (ONDS) transactions open-market buys or sells?

The filing shows no open-market purchases or sales. Reported dispositions, coded “F,” reflect shares delivered or withheld for payment of tax liability related to RSU vesting, not discretionary market trades.

What are the key RSU grants reported for Ondas Inc. (ONDS) director Richard M. Cohen?

Cohen was granted 25,925 RSUs on May 28, 2026 and 15,645 RSUs on August 11, 2025. Portions vested in scheduled installments, with 6,482 and 2,817 shares of common stock delivered on August 14, 2026.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 08/14/2026 - 09:54 PM EDT

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

COHEN RICHARD M

(Last)

(First)

(Middle)

C/O ONDAS INC.

222 LAKEVIEW AVENUE, SUITE 800

(Street)

WEST PALM BEACH

FLORIDA

33401

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ondas Inc. [ ONDS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/14/2026		M		6,482	A	$0⁽¹⁾	271,335	D
Common Stock	08/14/2026		F		3,356⁽²⁾	D	$9.3	267,979	D
Common Stock	08/14/2026		M		2,817	A	$0⁽¹⁾	270,796	D
Common Stock	08/14/2026		F		1,460⁽²⁾	D	$9.3	269,336	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽³⁾	08/14/2026		M			6,482	⁽⁴⁾	⁽⁴⁾	Common Stock	6,482	$0	19,443	D
Restricted Stock Units	⁽³⁾	08/14/2026		M			2,817	⁽⁵⁾	⁽⁵⁾	Common Stock	2,817	$0	2,817	D

Explanation of Responses:

1. Represents shares of Ondas Inc. (the "Company") common stock, par value $0.0001 per share ("Common Stock"), received upon vesting of Restricted Stock Units ("RSUs").

2. These shares were sold by the Company to fund tax liability attributable to the vesting of the RSUs.

3. Each RSU represents a contingent right to receive one share of Common Stock.

4. On May 28, 2026, the reporting person was granted 25,925 RSUs. The RSUs (i) vested 25% on July 1, 2026 and (ii) will vest 25% on each of October 1, 2026, January 1, 2026, and April 1, 2026, provided that the reporting person is a director of the Company on the applicable vesting dates. All RSUs granted to the reporting person shall vest in full immediately upon a change in control. In connection with the vesting of these RSUs, 6,482 shares of Common Stock were delivered to the reporting person on August 14, 2026.

5. On August 11, 2025, the reporting person was granted 15,645 RSUs. The RSUs vested (i) 1,561 RSUs during the third quarter of 2025, (ii) 2,817 RSUs during the fourth quarter of 2025, (iii) 2,816 RSUs during the first quarter of 2026, (iv) 2,817 RSUs during the second quarter of 2026, and (v) 2,817 RSUs during the third quarter of 2026 . The remaining 2,817 RSUs, will vest in the fourth quarter of 2026, provided that the reporting person is a director of the Company on the applicable vesting date. All RSUs granted to the reporting person shall vest in full immediately upon a change in control. In connection with the vesting of these RSUs, 2,817 shares of Common Stock were delivered to the reporting person on August 14, 2026.

	/s/ Richard M. Cohen	08/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR