Operating loss KEY FINANCIAL INSIGHTS: • Generated 7-fold revenue growth • Growth driven by record revenue at both business units • Ondas Networks growth driven by product revenues/shipments • OAS growth driven by Optimus fleet adoption • Gross profit strengthened in 2023 • OPEX improvement driven by expense controls and lower non-cash charges • Recurring cash operating expenses reduced as R&D spending declined and sales & marketing increased with OPEX shifting to focus on driving platform adoption and reve ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ___________ Commission File Number: 001-39761 ONDAS HOLDINGS INC. (Exact name of registrant as specified in its charter) Nevada 47-2615102 (State or other jurisdi ...

Revenue Growth - Record 2023 revenues of $15.7 million, a 638% increase over 2022, driven by commercial adoption of the Optimus System and record product revenues at Ondas Networks[2] - Q4 2023 revenues were $5.0 million, a 10-fold increase over 2022, primarily due to higher product sales and development revenue[2] - Ondas Networks generated $6.7 million in revenue in 2023, representing approximately 250% growth versus 2022, driven by initial product sales for Siemens[11] - Ondas Autonomous Systems (OAS) generated $9.0 million in revenue in 2023, a substantial increase from $0.9 million in 2022, exceeding the $8.0 million goal set at the time of the Airobotics acquisition[12] - The company expects significant revenue growth for the full year 2024, driven by 900 MHz deployments and scaling of Optimus System deployments[7] - Revenues for 2023 were $15.7 million, a significant increase from $2.1 million in 2022[47] - The company expects significant revenue growth in 2024 driven by increased customer activity and orders, particularly in the 900 MHz Rail network and development programs with Siemens and MxV Rail[28] Financial Performance and Losses - Gross profit for Q4 2023 was $1.7 million, with gross margins decreasing to 35% due to lower margin products and slowed development revenues[17] - Full-year 2023 operating loss narrowed to $39.7 million, compared to $69.4 million in 2022, primarily due to decreased operating expenses and the goodwill impairment charge[24] - Adjusted EBITDA loss for 2023 narrowed to $29.7 million, compared to $40.1 million in 2022[25] - Net loss for 2023 was $44.8 million, compared to a net loss of $73.2 million in 2022[47] - Operating loss for 2023 was $39.7 million, an improvement from the $69.4 million operating loss in 2022[47] - Net loss for the year ended December 31, 2023, decreased to $(44,844,872) from $(73,241,805) in 2022, showing a significant improvement[49] - Adjusted EBITDA improved to $(29,678,672) in 2023 from $(40,132,939) in 2022, showing better operational efficiency[52] Operating Expenses and Cost Management - Operating expenses for Q4 2023 decreased to $14.3 million, primarily due to the absence of a $19.4 million non-cash goodwill impairment charge recognized in 2022[18] - Stock-based compensation decreased to $1,047,398 in 2023 from $5,857,435 in 2022, reflecting a reduction in equity-based incentives[49] - Net cash flows used in operating activities decreased to $(34,019,519) in 2023 from $(37,963,076) in 2022, indicating better cash management[49] Cash and Financing - Cash and cash equivalents decreased to $15.0 million as of December 31, 2023, from $29.8 million in 2022, primarily due to operating expenses and $5.5 million used for debt repayment[26] - The company raised $24 million in cash proceeds through the sale of convertible notes and Ondas Networks preferred stock in Q3 2023[26] - Subsequent to December 31, 2023, the company raised an additional $8.6 million through the sale of common stock and Ondas Networks preferred stock[26] - Pro forma for these financings, the company would have had $23.4 million of cash as of December 31, 2023[27] - Cash, cash equivalents, and restricted cash at the end of 2023 stood at $15,022,000, down from $29,775,096 at the end of 2022[50] - Proceeds from convertible notes payable, net of issuance costs, were $9,309,513 in 2023, significantly lower than $27,702,292 in 2022[49] - Cash paid for interest increased to $176,542 in 2023 from $14,187 in 2022, reflecting higher debt servicing costs[50] Asset and Liability Changes - Total assets decreased to $92.2 million as of December 31, 2023, from $97.9 million in 2022[44] - Total liabilities increased to $47.1 million as of December 31, 2023, from $39.7 million in 2022[44] - Depreciation expense increased to $844,833 in 2023 from $449,458 in 2022, reflecting higher asset utilization[49] - Amortization of intangible assets rose to $4,147,092 in 2023 compared to $3,570,090 in 2022, indicating increased investment in intangible assets[49] - Impairment of long-term equity investment was recorded at $1,500,000 in 2023, with no such impairment in 2022[49] Customer and Market Developments - The company secured a commercial volume order from Siemens for multi-year delivery of an on-locomotive HOT radio on behalf of Indian Railways[11]

Financial Data and Key Metrics - Revenue for Q3 2023 was $2 7 million, a 4x increase compared to $630,000 in Q3 2022, driven by higher product shipments from Ondas Networks [43] - Gross profit in Q3 2023 was $550,000, up from $400,000 in Q3 2022, but gross margins declined to 20 8% from 63 2% due to higher costs related to customer service operations [193] - EBITDA loss narrowed to $6 9 million in Q3 2023 from $11 million in Q3 2022, benefiting from cost controls [16] - Cash operating expenses in Q3 2023 were $7 5 million, lower than expected, supported by a reversal of stock-based compensation charges [15] - The company ended Q3 2023 with $21 million in cash and $30 4 million in outstanding debt [47] Business Line Data and Key Metrics - Ondas Networks generated $2 4 million in product and development revenue in Q3 2023, a record quarter driven by shipments to Siemens [54] - Ondas Autonomous Systems (OAS) revenue was modest in Q3 2023 after a large unit sale in the UAE in Q2 2023, with expectations for revenue to normalize into a more predictable pattern [71] - The company expects to achieve its $50 million revenue target for 2023, with Q4 2023 revenue projected to be $4 2 to $4 4 million [51] Market Data and Key Metrics - The company is expanding its presence in the Middle East, with a $2 6 million order for Optimus drone systems from a governmental entity in Dubai [114] - Partnerships and distribution agreements are being established in Saudi Arabia, India, and Morocco, with potential for manufacturing and joint centers in Morocco [115] - The FAA type certification for the Optimus drone is expected to accelerate demand in US commercial and governmental markets [17] Company Strategy and Industry Competition - The company is focusing on scaling adoption of its technology platforms, including Ondas Networks and OAS, with a strong emphasis on cost discipline and operational leverage [78][80] - The FAA type certification positions the company as a leader in autonomous drone systems, with unique capabilities in security and data collection applications [173] - The company is leveraging partnerships and expanding its customer pipeline in industrial and government markets, particularly in the US [124] Management Commentary on Operating Environment and Future Outlook - Management is optimistic about the company's growth trajectory, with significant expansion expected in 2024 across both business units [158] - The company is managing geopolitical challenges, particularly in Israel, while maintaining operations and customer commitments [34][35] - The improving regulatory environment, including FAA approvals for beyond visual line of sight (BVLOS) operations, is expected to support growth in the drone sector [27][28] Other Important Information - The company received a financial grant from the Israeli Innovation Authority (IIA) to advance the development of the Iron Drone Raider, a counter-UAS system [117] - The company is working on enhancing the Optimus system with features such as night vision and GPS-denied environment capabilities [63] - The company is preparing for large-scale commercial deployments in the rail sector, with significant engagement from Class I Rail customers [55][56] Q&A Session Summary Question: Breakdown of revenue between rail and drone segments and gross margin outlook for next year - The company did not provide a specific breakdown but expects significant growth in both segments, targeting gross margins of at least 50% as volumes increase [129][94] Question: Turnkey service opportunity with Class I Rail customers - The company is seeing increased demand for its expertise in deploying wireless networks, particularly as deadlines for 900 MHz network deployments approach [106][107] Question: Cash operating expenses and Opex outlook for 2024 - Cash Opex is expected to remain stable, with significant operating leverage anticipated as revenue grows [109][135] Question: Revenue growth expectations for 2024 - The company expects multiples of 2023 revenue, with a focus on scaling production and meeting customer demand [126][128] Question: Competition in the counter-UAS market - The company highlighted its unique autonomous capture technology, which differentiates it from jamming-based systems, and sees significant market potential [159][160][161] Question: Rail sector spending and timing of large orders - The company is optimistic about material orders and deployments scaling across the rail industry, with significant engagement from customers [167][168][169]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________ to ___________ Commission File Number: 001-39761 ONDAS HOLDINGS INC. (Exact name of registrant as specified in its charter) (State or other jurisd ...

Financial Data and Key Metrics - Revenue for Q2 2023 reached $5.5 million, a significant increase from $600,000 in Q2 2022 and $2.6 million in Q1 2023 [53] - Gross profit for Q2 2023 was $3.1 million, a tenfold increase from $300,000 in Q2 2022 [54] - Operating expenses declined slightly to $11.6 million in Q2 2023 compared to $11.7 million in the prior year [55] - The company realized an operating loss of $8.5 million in Q2 2023, down from $11.4 million in Q2 2022 [56] - EBITDA loss improved to $5.6 million in Q2 2023 from $8.8 million in Q2 2022 [57] - Pro forma cash balance after recent funding was $27.1 million as of June 30, 2023 [58][63] Business Line Data and Key Metrics - Ondas Networks delivered $1.5 million in product and development revenue in Q2 2023, a record quarter driven by shipments to Siemens [22] - Ondas Autonomous Systems (OAS) revenue reached $4 million in Q2 2023, up from $1.5 million in Q1 2023 [28] - OAS expects to complete manufacturing and deliver 10 new Optimus Systems by the end of 2023, with 15 systems on order [36] Market Data and Key Metrics - In the UAE, OAS completed a proof-of-concept in Abu Dhabi and secured additional service agreements in Dubai [28][8] - OAS expanded into India through a partnership with Arrow HZ and into Saudi Arabia with Saudi Excellence Corp [8][9] - In the US, OAS secured a proof-of-concept program with MassDOT and is advancing partnerships with Skyfire and other entities [29][67] Company Strategy and Industry Competition - The company is focusing on scaling production and increasing inventory to meet expected demand for the 900 MHz network migration [25][26] - OAS is leveraging its type certification to accelerate market penetration in the US, particularly in public safety and smart city applications [31][69] - The company is working with Siemens to negotiate purchase orders with Class I railroads for the 900 MHz network deployment [50][51] Management Commentary on Operating Environment and Future Outlook - Management remains bullish on the company's outlook, expecting significant growth in 2024 and beyond [15][16] - The company anticipates generating at least $7 million in revenue in the second half of 2023, bringing the full-year target to approximately $15 million [19] - Management expects cash operating expenses to be around $9 million for Q3 2023, consistent with Q2 levels [20] Other Important Information - The company raised $25 million in funding, including $15 million for Ondas Networks and $10 million for the holding company [11][12] - The financing was led by Charles and Potomac, who conducted extensive due diligence on the company's technology and market opportunity [12][49] - The company extended the maturity of its convertible notes from October 2024 to April 2025, reducing monthly amortization [17] Q&A Session Summary Question: Can you provide details on orders from the rails and gross margins? [40][41] - Gross margins for Ondas Networks are targeted at 50%-60%, with expectations of improvement as volumes ramp [64] - The company is working with Siemens to negotiate purchase orders and is building inventory in anticipation of large orders in 2024 and 2025 [64][73] Question: How do you plan to fund the working capital needs for large orders? [74] - The company expects to have payment arrangements with Siemens to support component inventory build and favorable payment terms to manage working capital [74] Question: Can you provide more details on the contract manufacturer? [83] - The contract manufacturer in the US is qualified with Siemens and is prepared to ramp production to meet expected demand [84] Question: How does type certification impact the US market? [85] - Type certification is expected to accelerate customer engagement and shorten the sales process, particularly in public safety and urban environments [86][87]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) Commission File Number: 001-39761 ONDAS HOLDINGS INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition ...

Ondas Holdings, Inc. (NASDAQ:ONDS) Q1 2023 Earnings Conference Call May 15, 2023 8:30 AM ET Company Participants Eric Brock - Chairman & CEO Derek Reisfield - CFO Reese Mozer - President Stewart Kantor - Founder & President, Ondas Networks Meir Kliner - Founder, Airobotics & President, Ondas Autonomous Systems Conference Call Participants Mike Latimore - Northland Capital Markets Timothy Horan - Oppenheimer Matthew Galinko - Maxim Carter Mansbach - Forte Capital Operator Good morning, and welcome to the Ond ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________ to ___________ Commission File Number: 000-56004 ONDAS HOLDINGS INC. Nevada 47-2615102 (I.R.S. Employer Identification No.) 411 Waverley Oaks Road, Su ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Exact name of registrant as specified in its charter) Nevada 47-2615102 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 411 Waverley Oaks Road, Suite 114, Waltham, MA 02452 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ...