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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 12, 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 8.01. Other Events

 

The current presentation of Ondas Holdings Inc. (the “Company”) is filed as Exhibit 99.1 to this report and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Investor Presentation, dated August 12, 2025.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

Forward Looking Statements

 

Statements made in this Current Report on Form 8-K that are not statements of historical or current facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The Company cautions readers that forward-looking statements are predictions based on its current expectations about future events. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict. The Company’s actual results, performance, or achievements could differ materially from those expressed or implied by the forward-looking statements as a result of a number of factors, including, the risks discussed under the heading “Risk Factors” in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) in the Company’s Quarterly Reports on Form 10-Q filed with the SEC, and in the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward- looking statements, whether as a result of new information, future events or otherwise that occur after that date, except as required by law.

 

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 12, 2025 ONDAS HOLDINGS INC.
   
  By: /s/ Eric A. Brock
    Eric A. Brock
    Chief Executive Officer

 

2

 

EX-99.1 2 ea025286401ex99-1_ondashold.htm INVESTOR PRESENTATION, DATED AUGUST 12, 2025.

Exhibit 99.1

 

Nasdaq: ONDS 1 Autonomous Drones, Data and AI NASDAQ: ONDS | August 2025

 


Nasdaq: ONDS This presentation may contain "forward - looking statements" which statements may be identified by words such as "expects," "projects," "will," "may," "anticipates," "believes," "should," "intends," "estimates," and other words of similar meaning . The Company cautions readers that forward - looking statements are predictions based on its current expectations about future events . These forward - looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict . The Company’s actual results, performance, or achievements could differ materially from those expressed or implied by the forward - looking statements as a result of a number of factors, including, the risks discussed under the heading “Risk Factors” in the Company’s most recent Annual Report on Form 10 - K filed with the SEC in the Company’s Quarterly Reports on Form 10 - Q filed with the SEC, and in the Company’s other filings with the SEC . The Company undertakes no obligation to publicly update or revise any forward - looking statements, whether as a result of new information, future events or otherwise that occur after that date, except as required by law . This presentation also contains estimates and other information concerning our industry that are based on industry publications, surveys and forecasts . This information involves a number of assumptions and limitations, and we have not independently verified the accuracy or completeness of the information . Information in this presentation is not an offer to sell securities or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction . 2 Forward Looking Statements Nasdaq: ONDS Leadership Team NEIL LAIRD CFO Neil is an experienced financial executive with over 25 years of performance in the technology sector which includes CFO roles with multiple publicly listed companies.

 


 


ERIC BROCK CHAIRMAN & CEO Eric is an entrepreneur with over 25 years of management and investing experience. Oshri Lugassy (Brig. Gen. ret.) Co - CEO, OAS Oshri is a defense and technology leader with decades of experience in autonomous systems, global business development and military command. 3 4 Nasdaq: ONDS Listed Nasdaq: ONDS Employees 153 (1) Offices Sunnyvale, CA Baltimore, MD Petah Tikva, Israel Proprietary, Platform Technologies Integrated, Data Ecosystem Blue Chip Customers and Partners Large, Critical End Markets Mission - critical data and services Provider of next - generation private industrial wireless networking technologies for critical industrial markets Next - gen data platform upgrade cycle starting with Class I Railroads Leading security, data and information services solution for military and commercial drone markets Global leader in hyper - growth commercial drone market 4 Invested Capital » $300 Million (2) 1. As of August 12, 2025. 2. As of March 19, 2025.

 


Nasdaq: ONDS Investment Highlights Proprietary technology platforms positioned for success in massive end - markets with significant demand tailwinds • Heightened geopolitical tensions globally (U.S. - China, Russia - NATO, Middle East) and technological advancements are driving increased military budgets and accelerating procurement cycles • Increasing use of drone warfare has accelerated demand for advanced autonomous systems and surveillance technologies Geopolitical Environment • Strategic new hires such as Yaniv Rotem (Advisory Board Member, OAS) and Oshri Lugassy (Co - CEO, OAS) fortifies management team and expands presence in defense and infrastructure sectors • Operational capabilities and key partnerships (e.g., Palantir) are being enhanced to support growth Fortified Leadership • Contract announcement with major military customer in the Middle East and previous announcements with entities across the UAE further validate the mission - critical nature of OAS’ solution and highlight growing demand New Customer Wins • M&A strategy is expected to drive strategic expansion, long - term growth and strengthen Ondas’ competitive positioning • Acquisitions of Airobotics, American Robotics and Iron Drone are the first steps towards creating a scalable end - to - end infrastructure for autonomous and aerial solutions Accretive M&A Strategy • New policy that is expected to promote U.S.

 


domestic drone industry should open the skies by accelerating supportive regulations allowing for scalable flight operations while also reducing competition from Chinese OEMs Policy Tailwinds 5 Nasdaq: ONDS “A PORTFOLIO OF BEST - IN - CLASS DEFENSE AND SECURITY PLATFORMS DEPLOYED TO PROTECT AND SECURE SENSITIVE LOCATIONS, POPULATIONS AND CRITICAL INFRASTRUCTURE.” – ERIC BROCK, CEO Fully Autonomous Aerial Platforms Ondas leverages its dual use technology and a go - to - market operating platform to provide aerial security and intelligence to protect and secure sensitive locations, populations and critical infrastructure IRON DRONE RAIDER An autonomous counter - drone platform deployed to target and capture enemy drones for military and homeland security markets OPTIMUS SYSTEM Provides automated aerial security and intelligence for military, first responders and other critical government and industrial markets Critical Security End - Markets Defense & Homeland Security (“HLS”) Military Bases Borders Ports Public Safety Law Enforcement Fire Emergency Response Industrial & Critical Infrastructure Utilities and Infrastructure Data Centers and Semi Fabs Oil and Gas Facilities 6 7 Nasdaq: ONDS Executing our Plan Demonstrating traction with our financial model • Executing multiple programs for Optimus and Iron Drone with military and public safety • Generated $6.3 million in revenue in Q2 2025, a six - fold increase from Q2 2024 • Advancing multi - year growth plan • OAS has secured $39 million of orders in last 12 months • Consolidated backlog has grown to $22.0 million (1) from $10.0 million at the end of Q4 2025 • Growing operational footprint in U.S. and Europe to support scaled platform adoption • American Robotics U.S. footprint to deploy OAS’ platform technologies and value - added services • Important ecosystem partnerships to support S&M, production and field support • Launched strategic M&A program with expected strong and mature target pipeline, supported by strong growth of core business and strong balance sheet • Announced Rift Dynamics partnership agreement for Wåsp , a low - cost attritable drone • Strong balance sheet and liquidity position • Convertible notes issued by Ondas Holdings have been fully retired via equity conversion • Strong capital base with $68.6 million of cash (1)(2) • Expanded KLEAR partnership supporting M&A program and working capital 1. As of June 30, 2025 per Q2 2025 Earnings Press Release. 2. Including restricted cash.

 


 


Nasdaq: ONDS Rift Dynamics Ondas' investment in Rift Dynamics is expected to strengthen its positioning in the defense drone space • Wåsp adds a low - cost, attritable drone to Ondas' existing portfolio • Complements Optimus and Iron Drone Raider with loitering strike capability • Establishes a European partner for NATO - aligned capabilities • Enhances U.S. go - to - market strategy through exclusive partner rights • Aligns with high - priority U.S. DoD programs being pursued by American Robotics • Addresses large DOD budget line items; and $1.0 billion segment outline in new legislation Rift Dynamics leadership & Wåsp Advantage Pedigree ~20,000+ units/month global capacity; expectation of initial 500 unit order planned via American Robotics Industrial Readiness “Cheap to use, cheap to lose” mission pricing Affordability Payload - agnostic design, AI/autonomy roadmap underway Modularity NDAA, Military Open 1A, and EASA C2 certifications Compliance Exclusive U.S.

 


rights with early traction via American Robotics Go - to - Market Velocity Veteran team from Nordic Unmanned, Kongsberg, and Norwegian Special Forces, led by Knut Roar Wiig (NU founder) Leadership 8 Nasdaq: ONDS Favorable Policy Remains a Tailwind FAA ushers in BVLOS rulemaking intended to open the skies U.S. • Beyond Visual Line of Sight (“BVLOS”) Enablement – FAA rulemaking supports nationwide deployment of autonomous drones like Optimus and Iron Drone Raider • Infrastructure Airspace Access – Section 2209 grants operators exclusive flight rights over critical infrastructure, benefiting secure drone operations • Federal Counter - Unmanned Aircraft System (“CUAS”) Investment – New funding and training initiatives fuel demand for counter - drone technologies like Iron Drone Raider • Buy American Advantage – Executive Orders prioritize U.S. - built drones, boosting demand for NDAA - compliant platforms • FAA Part 108 Regulation – New framework transitions industry to certified operations, accelerating adoption in public safety and defense sectors Global • Rising Global Threats Driving Demand for Secure U.S. Technologies – Heightened geopolitical tensions elevating national security imperatives • Reshoring and Supply Chain Resilience Now a National Priority – U.S. and E.U. policy and industrial strategy increasingly emphasize domestic production of critical technologies • Accelerating Adoption of AI - enabled Autonomous Systems – Shift towards autonomy in military and critical infrastructure missions amplifies demand for scalable, field - ready drone platforms One Big, Beautiful Bill Act of 2025 (H.R. 1, 119th Congress) The FY2025 bill allocates a total of approximately $21.2 billion to programs relevant to Ondas’ capabilities and services, for governmental defense and security applications in the U.S.

 


This includes: • $4.2B + in drone and CUAS - specific development and industrial base support • $1.7B + in AI, autonomy, and ISR testbed development • $2.9B + in border and maritime UAS and sensor deployment (CBP, USCG) • $12.5B + in FAA investments that underpin BVLOS and autonomous airspace integration 9 10 Nasdaq: ONDS Strong Demand Tailwinds Combat - ready platforms drive momentum and strategic progress Ondas Autonomous Systems • Expanding defense market penetration with Optimus and Iron Drone • Captured two programs of record (“POR”) with major military customers in Middle East • Secured two new military customers in 1H 2025 • Appointed Yaniv Rotem to Advisory Board at OAS, Oshri Lugassy as OAS co - CEO and Ron Stern to Board • Positioned Iron Drone to define low kinetic CUAS category • Robust and growing pipeline driving strong order outlook; $14.3 million military order recently announced • Executive Order demonstrates strong policy tailwinds (1) Ondas Holdings • Backlog expanded to $22.0 million (2) • Fortified capital position with $68.6 million in cash at end of Q2 2025 (2) • Retired all outstanding convertible notes (3) (from ~$52.7 million at end of Q4 2024) improving capitalization table and positioning Ondas for financial flexibility 1. As of May 30, 2025, The Washington Post. 2. As of June 30, 2025 per Q2 2025 Earnings Press Release. 3. All outstanding Convertible Notes retired as of July 18, 2025.

 


11 Nasdaq: ONDS Building new prime military vendor around autonomous systems with initial military customer OAS is deploying Iron Drone Raider and the Optimus System for active HLS operations • Two PORs with major military customer; additional new customers expected to be added throughout 2025 • Secured ~$39 million in purchase orders since 2H 2024 • Programs expanded with $14.3 million order in June 2025 • Partnering with major defense vendors for systems integration, mutual reselling relationships • Accelerated global growth opportunities via customer - sponsored Government - to - Government (“G2G”) channels for global military and homeland security markets Continued Traction in the Global Defense Market Nasdaq: ONDS 12 NASDAQ: ONDS | August 2025 Technology Platforms Strictly Confidential

 


 


Nasdaq: ONDS Alternative Solutions Protecting Lower Skies is an Unmet Need Iron Drone platforms fill a critical market gap by enabling effective interception of hostile drones Weapons/ Weapon Grade Sometimes effective Extreme collateral effect Expensive Restrictions on selling RF Jammers Low/medium effectiveness High collateral effect Affordable 13 Nasdaq: ONDS UP TO 3 DRONE CARTRIDGE AUTONOMOUS AI FLIGHT & LOCK FULLY AUTOMATED DOCKING STATION NET & PARACHUTE LAUNCHER REUSABLE DRONES Disruptive Raider System Outpaces Alternative Solutions Designed for 24/7 multi - drone protection 14 14

 


 


Nasdaq: ONDS The Raider System is an advanced 24/7 counter - drone solution, designed to defend assets against hostile drones in complex environments with minimal collateral damage Nasdaq: ONDS Drone Pod Reusable and reloadable multi - drone storage and launcher Drone Detection Radar External radar detection system provides estimated position of the intruder drone Command & Control Control software and operator interface with close - range video of the target before authorizing interception Raider Interceptor Powerful AI Racer Drone: fly, detect and follow target drone autonomously while broadcasting video in real - time Capture Net Launched by the Raider interceptor Recovery Parachute Automated parachute lands captured drone safely Iron Drone Raider System Overview 15 17 Nasdaq: ONDS IRON DRONE RAIDER SYSTEM 45 m/s FLIGHT SPEED 4 km 2.5 miles FLIGHT RANGE 8 coax (4X2) MOTORS REDUNDANCY Drone: 4 kg dock: 25 kg SYSTEM WEIGHT Net (Optional Parachute) PAYLOADS CAPABILITY E/O (Thermal) + Micro radar HOMING GUIDANCE Up to 3 DRONES STORAGE/LAUNCH Yes GPS DENIED NAVIGATION Both MOBILE/FIXED CONFIGURATION Small/Medium/Large TARGET SIZE Multirotor/Fix wing TARGET TYPE Yes REUSABLE Yes PARALLEL TARGETING PER SYSTEM Founded in 2014 Fully Autonomous Drones MANUFACTURER Iron Drone is Positioned to Win We believe Iron Drone is the most efficient and capable system compared to other alternatives in the market Iron Drone Advantages Speed Agility Multiple Unmanned Aerial Vehicles (“UAVs”) Reusable Net Capture GPS - denied Comms - denied Low Collateral Damage Low Cost Alternative Drone Solutions 17

 


Nasdaq: ONDS 16 16

 


 


18 Nasdaq: ONDS Optimus System: The Ultimate Drone Solution varied aerial missions providing live video and inspections MISSION CRITICAL RELIABILITY Government & Enterprise Tier - 1 level reliability for harsh environmental conditions and “No - Internet” configurations AUTOMATED SECURED DATA Secured rapid data processing and on - demand real - time broadcasting Fully autonomous drone in a box solution for 24/7 continuous aerial operations VARIED MISSIONS 24/7 Automated battery & payload swapping for non - stop 1 Mission requested and flight plan starts to prepare 2 Drone launches from the base station autonomously 3 Drone flies preplanned missions, transmitting data to the base station 4 Drone returns to the base station and lands automatically for data offload and battery swap 5 End user receives processed digital models supporting critical operations 6 Base station uses a robotic arm to swap batteries and payloads Nasdaq: ONDS Federal Aviation Administration Type Certified DEPLOYED AS INFRASTRUCTURE Deployed as infrastructure in critical locations and scenarios such as borders, city - wide “drone as first responder” and airports AERIAL DATA SERVICES Provides live video and inspections 19 Nasdaq: ONDS Public Safety / Military /HLS (1) Construction Security and Management Optimus System – Applications in Aerial Security & Intelligence 1.

 


Company Data. Fully Integrated SOP Emergencies, Recurring Patrol 12 Operational Docking Stations +10,000 Flights in Populated Areas 67 Seconds Response Time - 3:53 min Reduced Response Time Nasdaq: ONDS 20 Strategic Growth Opportunities NASDAQ: ONDS | August 2025

 


 


Nasdaq: ONDS Outlook for 2025 Positioned for a record year Drive Growth with Existing Programs and Customers Execute and expand existing programs Further Expansion Through New Customer Programs Secure new military customers; execute U.S. pipeline Continue Investments to Scale Operations Palantir Foundry partnership expected to help scale supply chain & sustainment Further Build Strategic Value at Ondas Networks Broaden customer and partner engagement 21 21 Nasdaq: ONDS Palantir Partnership Palantir Foundry to help scale OAS operating platform in support of revenue ramp • What: Ondas has partnered with Palantir Technologies to integrate the Palantir Foundry platform into its operations, enhancing its autonomous drone platforms.

 


• Why: The partnership aims to unify data and streamline operations, enabling scalable adoption of Ondas' Optimus System and Iron Drone Raider globally. • Benefits: Foundry's AI - driven insights will optimize supply chain, production workflows, and customer engagement, delivering superior value to commercial and military clients.

 


21 22 Nasdaq: ONDS • Significant inbound interest in Iron Drone CUAS platform in U.S. and Europe • Demand surging globally for multi - layered CUAS security; Iron Drone uniquely built for purpose / combat ready as low - kinetic CUAS platform • Expect to capture additional defense and HLS customers in 2025 • Launched global demonstration programs for Optimus & Iron Drone • Expanding customer engagement to large Defense & HLS markets in Europe and other regions • Target additional partnerships in 2025 to support marketing, technical integration and localization efforts in EU and U.S. • Expanding customer engagement to large Defense & HLS markets in Europe and other regions • Various technical partners (Tier 1 / 2 primes) engaged on Iron Drone • Mistral supporting U.S. defense and HLS expansion in U.S. • Detroit Manufacturing Systems driving U.S.

 


NDAA supply chain • Strategic acquisition pipeline maturing 21 23 OAS Roadmap Enhancing security and monitoring of critical facilities projects, public safety and military assets Nasdaq: ONDS Strategic Growth Plan Potential M&A Program Benefits • Accelerated growth • Efficient operating capital deployment • Faster path to profitability • Reinvestment at high returns • Returns to investors enhanced 21 24 Acquisitions provide fuel for operational flywheel to drive capital efficient growth plan Organic + Strategic Growth • Lead with high value, proven reliable autonomous platforms • Advance service delivery and scalable operating capabilities to drive organic growth • Pursue strategic acquisitions to leverage global operations: • Broaden and deepen our solutions portfolio • Capture additional customers • Expand supply chain and production • Drive field support and sustainment capabilities • Numerous identified targets including multiple near - term potentially actionable opportunities Nasdaq: ONDS OPERATING PLATFORM VALUE CREATION De - risked Development De - risked Timelines Product Commercialization Market Entry And Expansion Scaled Supply Chain Field Support Platform Roadmap Growth Capital Proven History of M&A Value Creation Ondas has successfully integrated acquired dual - use defense & security tech platforms Acquisitions cost less than $10 million Over $45 million in orders generated to date >5X revenue capture in ~ 2 years; set to accelerate January 2023/$8M March 2023/$0.6M 21 25

 


 


Nasdaq: ONDS Investment Highlights Proprietary technology platforms positioned for success in massive end - markets with significant demand tailwinds • Heightened geopolitical tensions globally (U.S. - China, Russia - NATO, Middle East) and technological advancements are driving increased military budgets and accelerating procurement cycles • Increasing use of drone warfare has accelerated demand for advanced autonomous systems and surveillance technologies Geopolitical Environment • Strategic new hires such as Yaniv Rotem (Advisory Board Member, OAS) and Oshri Lugassy (Co - CEO, OAS) fortifies management team and expands presence in defense and infrastructure sectors • Operational capabilities and key partnerships (e.g., Palantir) are being enhanced to support growth Fortified Leadership • Contract announcement with major military customer in the Middle East and previous announcements with entities across the UAE further validate the mission - critical nature of OAS’ solution and highlight growing demand New Customer Wins • M&A strategy is expected to drive strategic expansion, long - term growth and strengthen Ondas’ competitive positioning • Acquisitions of Airobotics, American Robotics and Iron Drone are the first steps towards creating a scalable end - to - end infrastructure for autonomous and aerial solutions Accretive M&A Strategy • New policy that is expected to promote U.S. domestic drone industry should open the skies by accelerating supportive regulations allowing for scalable flight operations while also reducing competition from Chinese OEMs Policy Tailwinds 26 Nasdaq: ONDS 27 ERIC BROCK CHAIRMAN & CEO eric.brock@ondas.com NASDAQ: ONDS | August 2025 Copyright 2025.

 


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