ONDS 8-K
Ondas Inc. (ONDS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||
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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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 12, 2025, Ron Stern tendered his resignation as a director of Ondas Holdings Inc. (the “Company”), effective immediately. Mr. Stern’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. In connection with Mr. Stern’s resignation, the Directorship Agreement, dated January 6, 2025, by and between the Company and Mr. Stern was terminated, effective immediately. A copy of Mr. Stern’s resignation letter is attached and incorporated herein by reference as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Letter of Resignation, dated December 12, 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: December 12, 2025 | ONDAS HOLDINGS INC. | |
| By: | /s/ Eric A. Brock | |
| Eric A. Brock | ||
| Chief Executive Officer | ||
2
Exhibit 99.1
December 12, 2025
Ondas Holdings Inc.
One Marina Park Drive, Suite 1410
Boston, MA 02210
| Attention: | Eric Brock, |
| Chairman and Chief Executive Officer |
Re: Resignation of Ron Stern
Eric:
Please be advised that I hereby resign as a director of Ondas Holdings Inc. (the “Corporation”), and from any and all other offices, directorships, committees, or positions that I may currently hold with the Corporation or any of its subsidiaries, effective as of December 12, 2025.
Also, in connection with my resignation, I also terminate my Directorship Agreement, dated January 6, 2025, and, in accordance with our mutual agreement, I hereby waive the prior written notice provision contained in Section 7 of such agreement without derogating from any other rights surviving termination thereof.
| Sincerely, | |
| /s/ Ron Stern | |
| Ron Stern |
| Acknowledged, Accepted and Agreed: | ||
| ONDAS HOLDINGS INC. | ||
| By: | /s/ Eric Brock | |
| Name: | Eric Brock | |
| Title: | Chief Executive Officer | |