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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) October 11, 2023
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.) |
411
Waverley Oaks Road, Suite 114, Waltham, MA 02452
(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,
Tel Aviv Stock Exchange |
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.
On
October 11, 2023, Ondas Holdings Inc. (the “Company”) issued a press release announcing that Timothy “T3” Tenne
has been appointed as Chief Executive Officer of American Robotics, Inc., a wholly owned subsidiary
of the Company. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
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: October 11, 2023 |
ONDAS HOLDINGS INC. |
|
|
|
|
By: |
/s/ Eric A. Brock |
|
|
Eric A. Brock |
|
|
Chief Executive Officer |
2
Exhibit 99.1
Ondas Holdings Appoints Industry Veteran Timothy
“T3” Tenne as CEO of American Robotics
Mr. Tenne is a former U.S. Air Force officer
with extensive experience in global aviation and aerospace industries and with professional experience across defense, enterprise,
government, industrial and transportation sectors
Mr. Tenne will lead the scaling of the business
to drive adoption of Ondas’ autonomous drone platforms across the Americas on the heels of receiving U.S. FAA Type Certification
for the Optimus drone system
Ondas and American Robotics leadership will
continue to work closely with and support Ondas’ Israeli team during the current ongoing crisis
WALTHAM, MA / October 11, 2023 / Ondas
Holdings Inc. (NASDAQ:ONDS), (“Ondas”, or the “Company”), a leading provider of private industrial wireless networks
and commercial and automated data solutions is pleased to announce that Timothy “T3” Tenne has been appointed as Chief Executive
Officer of American Robotics Inc. (“American Robotics”), a wholly owned subsidiary of Ondas. At American Robotics, Mr. Tenne
will be responsible for driving platform adoption of the Optimus and Iron Drone Systems and building the field operations capability to
support the delivery and scaling of aerial data solutions for government and industrial customers across the Americas. Under Mr. Tenne’s
leadership, American Robotics will continue to support the ongoing operations in Israel and the Middle East together with the executive
team across Ondas and Airobotics.
Mr. Tenne is a prominent member of the global
aviation and uncrewed aircraft system (UAS) industry and brings a depth and breadth of experience and leadership through his prior senior
executive leadership positions in the United States Air Force and the Federal Aviation Administration (FAA), where he led the standup
of the FAA’s Drone Integration Office, was a core leader for the initial Drone Registration Rule Aviation Rulemaking Committee (ARC),
and was a key leader of the foundational Commercial Small UAS regulation (Part 107). As an aviator, Mr. Tenne is a multi-type rated pilot
with over 15,000 global flight hours in Part-121, 135, 91, and 61 operations. He is a certified expert in multiple areas within the International
Civil Aviation Organization (ICAO), and has held positions including instructor, evaluator, chief pilot, chief of safety, director of
operations, and commander in multiple organizations.
Additionally, Mr. Tenne has served in multiple
positions within regulatory bodies and industry associations, including the Association of Uncrewed Vehicle Systems International (AUVSI),
where he was a key stakeholder for the Green UAS and Trusted Cyber Committees in addition to senior executive and board roles for fast
growing UAS startups with global operations.
“We are thrilled to have Tim join American
Robotics and the Ondas team at this critical juncture of our growth,” said Eric Brock, Chairman and CEO of Ondas. “He is a talented
leader and brings incredible experience in aerospace, aviation, and in deploying drone technology and services in a wide variety of customer
applications and end markets ranging from industrial to municipal and military sectors. His leadership will power American Robotics to
scale and leverage the leading technology platforms we have assembled in our Ondas Autonomous Systems business unit and his experience
will be particularly helpful as we work with our Airobotics team to manage operations in Israel and the Middle East during the current
conflicts.”
“I am very excited to be a part of the Ondas
team and the scaling of American Robotics and OAS businesses,” said Mr. Tenne. “The drone sector is poised for substantial
growth with commercially ready, automated drone-in-box solutions leading the way. American Robotics is a trusted provider of these aerial
security and data solutions, and I am committed to scaling a successful industry leader uniquely capable of providing turnkey solutions
for customers. Given the recent FAA Type Certification of the Optimus platform and acceleration of the FAA in approving a multitude of
waivers within the industry, the timing could not be more perfect to deliver remote beyond visual line of sight (BVLOS) capabilities for
our current and new clients in the military and commercial markets.”
Mr. Tenne attended the U.S. Naval Academy and
went on to become a pilot and leader in the U.S. Air Force, and eventually retired to pursue senior roles in regulatory, transportation
and aviation sectors. He holds an undergraduate degree in Economics and Engineering, an MBA, additional master’s degrees in organizational
management and national security strategy, as well as a Juris Doctorate in Law, where he is a practicing and licensed attorney in multiple
jurisdictions. He joins Ondas from Nordic Unmanned, where he was CEO of North America operations and helped open the U.S. market for Nordic
Unmanned’s technology and services. Previously, Mr. Tenne was Chief Operating Officer at Easy Aerial Inc., where he led their operations,
production, regulatory, and other areas within the defense, enterprise, government, and rail drone solutions. In addition to his time
in aviation, Mr. Tenne has also held senior leadership positions in the Railroad and Transit sectors during his time with The Washington
Metropolitan Transit Authority (WMATA), Amtrak, and Maryland Transit Administration.
“American Robotics’ opportunity to
grow in the United States and abroad is substantial, and Tim brings a unique set of skills and experiences to help manage this significant
opportunity,” said Meir Kliner, President of Ondas Autonomous Systems (OAS) and CEO of Airobotics. “I look forward to working
with Tim and our customers in the United States to deliver our autonomous drone infrastructure. Our aerial data and security solutions
are market-ready for U.S. commercial and government markets.”
Ondas has established a leadership position in
developing, maturing, and commercializing automated drone systems through its OAS business unit comprising of American Robotics Inc. (“American
Robotics”) and Airobotics LTD (“Airobotics”). Through American Robotics, Ondas is at the forefront of a pivotal moment
in the aviation, drone, and data industries, with its leadership in expanding automated BVLOS operations. Airobotics’ Optimus System
is being commercially deployed as Urban Drone Infrastructure in cities where automated fleets of Optimus drones are installed and remotely
operated for smart city and public safety applications. The Optimus drone recently achieved an Airworthiness Type Certification from the
Federal Aviation Administration (FAA) and is the first small UAS (sUAS) developed for aerial security and data capture to receive a Type
Certificate. The Type Certificate allows for more expanded operations in urban settings including the operation over people, roads and
highways and critical infrastructure. With unique FAA approvals for BVLOS operations, the expected garnering of Type Certification for
its Optimus drone and the proven safety and high reliability of the Optimus System in urban settings, Ondas is paving the way for the
future of commercial drones.
About Ondas Holdings Inc
Ondas Holdings Inc. (“Ondas”) is a leading
provider of private wireless data solutions via Ondas Networks Inc. (“Ondas Networks”) and commercial drone solutions through
American Robotics, Inc. (“American Robotics” or “AR”) and Airobotics LTD (“Airobotics”), which we operate
as a separate business unit called Ondas Autonomous Systems.
Ondas Networks is a developer of proprietary,
software-based wireless broadband technology for large established and emerging commercial and government markets. Ondas Networks’ standards-based
(802.16s), multi-patented, software-defined radio FullMAX platform enables Mission-Critical IoT (MC-IoT) applications by overcoming the
bandwidth limitations of today’s legacy private licensed wireless networks. Ondas Networks’ customer end markets include railroads, utilities,
oil and gas, transportation, aviation (including drone operators) and government entities whose demands span a wide range of mission critical
applications.
Our Ondas Autonomous Systems business unit designs,
develops, and markets commercial drone solutions via the Optimus System and the Iron Drone Raider™ (the “Autonomous Drone Platforms”).
The Autonomous Drone Platforms are highly automated, AI-powered drone systems capable of continuous, remote operation and are marketed
as “drone-in-a-box” turnkey data solution services. They are deployed for critical industrial and government applications where
data and information collection and processing are required. The Autonomous Drone Platforms are typically provided to customers under
a Robot-as-a-Service (RAAS) business model. American Robotics and Airobotics have industry leading regulatory successes which include
a first of its kind FAA Type Certification for the Optimus System and having the first drone system approved by the FAA for automated
operation beyond-visual-line-of-sight (BVLOS) without a human operator on-site.
Ondas Networks, American Robotics and Airobotics
together provide users in oil & gas, rail, mining, agriculture, public safety and other critical infrastructure and government markets
with improved connectivity and data collection and information processing capabilities.
For additional information on Ondas Holdings,
visit www.ondas.com or follow Ondas Holdings on Twitter and LinkedIn. For additional information on Ondas Networks, visit www.ondasnetworks.com
or follow Ondas Networks on Twitter and LinkedIn. For additional information on American Robotics, visit www.american-robotics.com or
follow American Robotics on Twitter and LinkedIn. For additional information on Airobotics, visit www.airoboticsdrones.com or follow Airobotics
on Twitter and LinkedIn.
Information on our websites and social media platforms
is not incorporated by reference in this release or in any of our filings with the U.S. Securities and Exchange Commission.
Forward-Looking Statements
Statements made in this release 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. We caution readers that forward-looking statements are predictions based on our 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. Our 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”
discussed under the caption “Item 1A. Risk Factors” in Part I of our most recent Annual Report on Form 10-K or any updates
discussed under the caption “Item 1A. Risk Factors” in Part II of our Quarterly Reports on Form 10-Q and in our other filings
with the SEC. We undertake 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.
Contacts
IR Contact for Ondas Holdings Inc.
888.350.9994 x1019
ir@ondas.com
Media Contact for Ondas
Preston Grimes
Marketing Manager, Ondas Holdings Inc.
preston.grimes@ondas.com
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