Current Report Filing (8-k)
May 01 2019 - 4:43PM
Edgar (US Regulatory)
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 30, 2019
Ondas
Holdings Inc.
(Exact name of registrant as specified in its charter)
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Nevada
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000-56004
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47-2615102
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(State or other
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(Commission File
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(IRS Employer
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jurisdiction
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Number)
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Identification No.)
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of incorporation
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165
Gibraltar Court, Sunnyvale, California 94089
(Address of principal executive offices) (Zip Code)
(888)
350-9994
Registrant’s
telephone number, including area code:
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))
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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
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. ☐
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Item
1.01.
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Entry
into a Material Definitive Agreement.
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The
information required by this Item 1.01 is incorporated by reference to Item 2.03 of this report.
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Item
2.03.
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
of a Registrant.
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Extension
of Due Date on Financing Agreement
On
January 7, 2019 and April 4, 2019, the Company filed Current Reports on Form 8-K (the “Prior 8Ks”) with the Securities
and Exchange Commission (the “SEC”), to report the extension of maturity dates on certain notes payable and other financing
agreements of the Company or its subsidiaries. Unless otherwise defined herein, capitalized terms have the same meaning as those
used in the Prior 8Ks.
On
April 30, 2019, Ondas Networks entered into a Loan Extension Agreement to further amend the February 2014 Financing Agreement
in the original principal amount of $660,000, to transfer all accrued and unpaid interest through April 30, 2019 to principal,
and to extend the maturity date to the earlier of (i) the closing of an underwritten offering of shares of the Company’s common
stock pursuant to a registration statement on Form S-1, or (ii) June 30, 2019. After the execution of the Loan Extension Agreement
on April 30, 2019, the outstanding balance of the February 2014 Financing Agreement was $990,055.
The
form of Loan Extension Agreement is filed herewith as Exhibit 10.3 and incorporated herein by reference.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
Exhibits.
*
Filed herewith.
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.
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Date:
May 1, 2019
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ONDAS HOLDINGS INC.
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By:
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/s/Eric
A. Brock
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Eric
A. Brock
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Chief
Executive Officer
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