01/02/2026 | Press release | Distributed by Public on 01/02/2026 16:54
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| 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 control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Stock Units | (1) | (1) | Common Stock | 100,000 | (2) | D | |
| Stock Options (right to buy) | (3) | 11/04/2035 | Common Stock | 100,000 | $6.15 | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Huston Robert Patrick C/O ONDAS HOLDINGS INC. 222 LAKEVIEW AVENUE, SUITE 800 WEST PALM BEACH, FL 33401 |
COO, GC & Secretary | |||
| /s/ Robert Patrick Huston | 01/02/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(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). |
| (1) | These Restricted Stock Unit ("RSU") vest in twelve successive equal quarterly installments with the first vesting date commencing on February 4, 2026, provided that the reporting person is an officer of the Ondas Holdings Inc. (the "Company") on the applicable vesting dates. All RSUs granted to the reporting person shall vest in full immediately upon a change in control. |
| (2) | Each RSU represents a contingent right to receive one share of the Company's common stock, par value $0.0001 per share. |
| (3) | These stock options vest and are exercisable in thirty-six successive equal monthly installments with the first vesting date commencing on December 4, 2025, provided that the reporting person is an officer of the Company on the applicable vesting dates. All stock options granted to the reporting person shall vest in full immediately upon a change in control. |
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Remarks: This Form 3 is being filed late due to unanticipated delays in receiving the reporting person's EDGAR codes, which delays we understand were due to the high volume of applications at the time. |
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