{"url_path":"/sec/onds/8-k/2026-05-21/item-2-01","section_key":"item-2-01","section_title":"Item 2.01 Completion of Acquisition or Disposition of Assets.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-21","source_url":"https://www.sec.gov/Archives/edgar/data/1646188/0001213900-26-059869-index.html","accession_number":"0001213900-26-059869","cik":"0001646188","ticker":"ONDS","issuer_name":"Ondas Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1646188/0001213900-26-059869-index.html","primary_entity_key":"0001646188","primary_entity_name":"Ondas Inc."},"word_count":492,"has_tables":true,"body_markdown":"**Item\n2.01. Completion of Acquisition or Disposition of Assets.**\n\n** **\n\nOn\nMay 21, 2026 (the “Closing Date”), Ondas Inc. (the “Company”) completed the previously announced acquisition\nof Omnisys Ltd., a company organized under the laws of the State of Israel (“Omnisys”), pursuant to the Share Purchase Agreement,\ndated as of May 16, 2026 (the “Agreement”), by and among the Company, Omnisys, Omnisys’ shareholders listed on Exhibit\nA thereto (the “Sellers”), and Mr. Ofer Yarden, solely in such person’s capacity as the representative, agent and attorney-in-fact\nof the Indemnifying Parties (as defined in the Agreement) and not in any personal capacity.\n\n \n\nIn\naccordance with the terms of the Agreement, the Company acquired 100% of the issued and outstanding shares capital of Omnisys (the\n“Acquisition”), for an aggregate purchase price of $196,602,739.73 of shares of the Company’s common stock\n(“Common Stock”), par value $0.0001 per share (the “Purchase Price”), of which (i) Common Stock valued at\n$25,520,000 (2,726,494 shares) were issued and $3,480,000 (371,794 shares) were deposited into escrow at closing (the\n“Shares”) and (ii) $142,500,000 of Common Stock shall be paid in five equal installments within twenty days following\nthe closing of the Acquisition, and (iii) the balance of the Purchase Price shall be paid in Common Stock on the twenty-fourth\nTrading Day (as defined in the Agreement) following the closing of the Acquisition (collectively, the “Additional Stock\nConsideration”).\n\n \n\nPursuant\nto the Agreement, the Sellers shall be subject to daily trading volume limitations, whereby all such Sellers may not sell, in the aggregate,\nany Common Stock issued to such Sellers pursuant to the Agreement on any trading market in any single trading day to the extent such\nsales would exceed fifteen percent (15%) of the average daily trading volume of such stock as reported on the principal trading market\non which the Common Stock is listed, calculated based on the ten (10) consecutive trading days immediately preceding the relevant date\nof determination.\n\n \n\nAlso\non May 21, 2026, the Company entered into a Registration Rights Agreement, by and among the Company and the Sellers (the “Registration\nRights Agreement”). Pursuant to the Registration Rights Agreement, the Company agreed to file with the Securities and Exchange\nCommission (the “SEC”) prospectus supplements pursuant to Rule 424(b)(7) promulgated under the Securities Act of 1933, as\namended (the “Securities Act”), providing for the resale by the Sellers of such issued Shares and Additional Stock Consideration,\nas applicable, subject to the trading limitation discussed above.\n\n \n\nThe\nforegoing description of the Acquisition, the Agreement and the Registration Rights Agreement does not purport to be complete and is\nqualified in its entirety by the full text of the Agreement and the Registration Rights Agreement, copies of which are attached hereto\nas Exhibit 2.1 and Exhibit 10.1, and are incorporated herein by reference.\n\n \n\nA\ncopy of the opinion of Snell & Wilmer L.L.P., Nevada counsel for the Company, relating to the legality of the issuance of the Shares\nis attached as Exhibit 5.1 hereto."}