Ondas Holdings (NASDAQ:ONDS) Closes Registered Direct Offering, Expects $959.2 Million in Net Proceeds

WEST PALM BEACH, FLORIDA — January 12, 2026 — Leads & Copy — Ondas Holdings Inc. (NASDAQ:ONDS) has announced the closing of its registered direct offering, expecting net proceeds of approximately $959.2 million.

The offering included 19,000,000 shares of common stock and pre-funded warrants to purchase up to 41,790,274 shares of common stock, together referred to as “Common Stock Equivalents,” to an institutional investor. Each Common Stock Equivalent was sold with a common stock warrant to purchase two shares of common stock, totaling 60,790,274 Common Stock Equivalents and warrants to purchase 121,580,548 shares.

Each share of common stock and accompanying warrant was priced at $16.45, while each pre-funded warrant and accompanying warrant was priced at $16.4499, representing a premium of approximately 17.5% to Ondas’ closing stock price on January 8, 2026.

The pre-funded warrants are exercisable immediately and will expire in seven years. The common stock warrants have an exercise price of $28.00 per share, are immediately exercisable, and will also expire in seven years.

Ondas intends to use the net proceeds for corporate development and strategic growth, including acquisitions, joint ventures, and investments.

Oppenheimer & Co. Inc. served as the lead placement agent for the offering. Stifel, Nicolaus & Company, Incorporated, Needham & Company, LLC, Lake Street Capital Markets, LLC, Northland Capital Markets, Ladenburg Thalmann & Co. Inc., H.C. Wainwright & Co., LLC, and Maxim Group LLC acted as co-placement agents.

Akerman LLP served as legal counsel to Ondas, and Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. served as legal counsel to the placement agents.

A shelf registration statement relating to the securities was filed with the SEC and became effective on September 9, 2025. A final prospectus supplement and accompanying prospectus have been filed with the SEC and are available at the SEC’s website and from Oppenheimer & Co. Inc.

Ondas is a leading provider of autonomous aerial and ground robot intelligence through its Ondas Autonomous Systems (OAS) business unit and private wireless solutions through Ondas Networks.

Ondas estimates net proceeds from the offering to be approximately $959.2 million, after deducting placement agent fees and estimated offering expenses. If the common stock warrants are fully exercised on a cash basis, Ondas has the potential to raise approximately $3.4 billion in additional gross proceeds. No assurance can be given that any of the common stock warrants will be exercised.

Preston Grimes
Marketing Manager, Ondas Holdings Inc.
Preston.grimes@ondas.com

Source: Ondas Holdings Inc.

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