Form 8-K

8-K — Ondas Inc.

Accession: 0001213900-26-045180

Filed: 2026-04-17

Period: 2026-04-17

CIK: 0001646188

SIC: 3663 (RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT)

Item: Unregistered Sales of Equity Securities

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — ea0286728-8k_ondas.htm (Primary)

EX-5.1 — OPINION OF SNELL & WILMER L.L.P. (NEVADA COUNSEL) (ea028672801ex5-1.htm)

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8-K — CURRENT REPORT

8-K (Primary)

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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)

April 17, 2026

Ondas 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.)

222 Lakeview Avenue, Suite 800, West Palm

Beach, Florida 33401

(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

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 3.02 Unregistered

Sales of Equity Securities.

The disclosure included

in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference. The issuances of the Shares (as defined below) in

Item 8.01 below is exempt from the registration requirements of the Securities Act of 1933, as amended, in accordance with Regulation

D thereunder.

Item 8.01. Other Events

On April 17, 2026, Ondas

Inc. (the “Company”) filed with the U.S. Securities and Exchange Commission a prospectus supplement to its effective registration

statement on Form S-3ASR (File No. 333-290121) covering the resale from time to time by certain stockholders of 2,328,342 shares (the

“Shares”) of the Company’s common stock, par value $0.0001 per share. As previously disclosed on April 1, 2026, such

stockholders acquired the Shares in connection with the Company’s acquisition of World View Enterprises Inc., a Delaware corporation.

A copy of the legal opinion of Snell & Wilmer L.L.P., the Company’s Nevada counsel, relating to the legality of the Shares is

attached as Exhibit 5.1 hereto.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.

Description

5.1

Opinion of Snell & Wilmer L.L.P. (Nevada Counsel)

23.1

Consent of Snell & Wilmer L.L.P. (Nevada Counsel) (included in Exhibit 5.1).

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: April 17, 2026

ONDAS INC.

By:

/s/ Eric Brock

Eric A. Brock

Chief Executive Officer

EX-5.1 — OPINION OF SNELL & WILMER L.L.P. (NEVADA COUNSEL)

EX-5.1

Filename: ea028672801ex5-1.htm · Sequence: 2

Exhibit 5.1

Snell &

Wilmer L.L.P.

1700 S.

PAVILION CENTER DRIVE, SUITE 700

LAS VEGAS,

NV 89135

TELEPHONE:

702.784.5200

FACSIMILE:

702.784.5252

April 17, 2026

Ondas Inc.

222 Lakeview Avenue, Suite 800

West Palm Beach, Florida 33401

Re:

Prospectus Supplement to Registration Statement on Form S-3

Ladies and Gentlemen:

We have acted as Nevada counsel

to Ondas Inc., a Nevada corporation (the “Company”), in connection with the preparation and filing with the Securities and

Exchange Commission (the “Commission”) of a Prospectus Supplement dated April 17, 2026 filed with the Commission pursuant

to Rule 424(b) of the Securities Act Regulations (“Prospectus Supplement”) on April 17, 2026, which supplements the Company’s

Registration Statement on Form S-3 (File No. 333-290121) which automatically became effective upon filing on September 9, 2025, as amended

from time to time (such Registration Statement in the form in which it became effective is referred to herein as the “Registration

Statement”), under the Securities Act of 1933, as amended (the “Securities Act”), including the base prospectus dated

September 9, 2025 (together with the Prospectus Supplement, the “Prospectus”), relating to the registration and sale by the

selling stockholders named in the Prospectus Supplement (collectively, the “Selling Stockholders”) of 2,328,342 shares (the

“Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), issued pursuant

to that certain Merger Agreement (the “Agreement”), dated as of March 23, 2026, by and among the Company, Wassaic Merger Sub

Inc., a Delaware corporation and a wholly owned subsidiary of the Company, World View Enterprises Inc., a Delaware corporation, and Fortis

Advisors LLC, a Delaware limited liability company in its capacity as the Representative (as defined in the Agreement).

This opinion is being furnished

in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act in connection with the filing of the

Prospectus Supplement. All capitalized terms used herein and not otherwise defined shall have the respective meanings given to them in

the Prospectus.

In connection with this opinion,

we have examined originals or copies, certified or otherwise identified to our satisfaction, of (i) the Registration Statement and exhibits

thereto, including the Prospectus; (ii) the Amended and Restated Articles of Incorporation of the Company, as amended, as currently in

effect; (iii) the Amended and Restated Bylaws of the Company as currently in effect; (iv) the Agreement; and (v) certain resolutions and

minutes of meetings of the Board of Directors of the Company relating to (A) the issuance of the Shares, (B) the specimen of Common Stock

certificate, and (C) other related matters. For the purpose of rendering this opinion, we have made such factual and legal examinations

as we deemed necessary under the circumstances, and in that connection therewith we have examined, among other things, originals or copies,

certified or otherwise identified to our satisfaction, of such documents, corporate records, certificates of public officials, certificates

of officers or other representatives of the Company, and other instruments and have made such inquiries as we have deemed appropriate

for the purpose of rendering this opinion.

Ondas Inc.

April 17, 2026

Page 2

In our examination, we have

assumed without independent verification the legal capacity of all natural persons, the genuineness of all signatures, the authenticity

of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as facsimile, electronic,

certified, conformed or photostatic copies, and the authenticity of the originals of such copies. In making our examination of executed

documents, we have assumed that the parties thereto, other than the Company, had the power, corporate or other, to enter into and perform

all obligations thereunder and have also assumed the due authorization by all requisite action, corporate or other, and the execution

and delivery by such parties of such documents and the validity and binding effect thereof on such parties. Our opinions are subject to

applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors’ rights

and remedies generally, and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness,

good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity). As to any facts material

to the opinions expressed herein which were not independently established or verified, we have relied upon oral or written statements

and representations of officers or other representatives of the Company and others.

On the basis of, and in reliance

on, the foregoing examination and subject to the assumptions, exceptions, qualifications and limitations contained herein, we are of the

opinion that the Shares to be resold by the Selling Stockholders are validly issued, fully paid and nonassessable.

We render this opinion only

with respect to the general corporate law of the State of Nevada as set forth in Chapter 78 of the Nevada Revised Statutes. We neither

express nor imply any obligation with respect to any other laws or the laws of any other jurisdiction or of the United States. For purposes

of this opinion, we assume that the Shares were issued in compliance with all applicable state securities or blue sky laws.

We assume no obligation to

update or supplement this opinion if any applicable laws change after the date of this opinion or if we become aware after the date of

this opinion of any facts, whether existing before or arising after the date hereof, that might change the opinions expressly so stated.

Without limiting the generality of the foregoing, we neither express nor imply any opinion regarding the contents of the Registration

Statement and/or the Prospectus, other than as expressly stated herein with respect to the Shares.

We are opining only as to

matters expressly set forth herein, and no opinion should be inferred as to any other matters. This opinion is rendered as of the date

hereof and is based upon currently existing statutes, rules, regulations and judicial decisions. We disclaim any obligation to advise

you of any change in any of these sources of law or subsequent legal or factual developments that affect any matters or opinions set forth

herein.

We hereby consent to the filing

of this opinion letter with the Commission as an exhibit to the Current Report on Form 8-K dated the date hereof filed by the Company.

We also consent to the reference to our firm under the heading “Legal Matters” in the Prospectus Supplement. In giving such

consent, we do not thereby concede that we are included in the category of persons whose consent is required under Section 7 of the Securities

Act or the rules and regulations of the Commission promulgated thereunder.

Very truly yours,

/s/ Snell & Wilmer L.L.P.

Snell & Wilmer L.L.P.

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