Ondas Holdings Inc. — Director's Dealing 2021

Jan 21, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ondas Holdings Inc. (ONDS)
CIK: 0001646188
Period of Report: 2021-01-19

Reporting Person: Bushey Thomas (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-19	Restricted Stock Units	$	J	500000	Disposed		Common Stock (500000)	Direct

Footnotes

F1: Each restricted stock unit (RSU) represents a contingent right to receive one share of common stock, par value $0.0001 per share ("RSU Shares"), of Ondas Holdings Inc. (the "Company").

F2: The RSUs were granted on June 3, 2020 pursuant to the terms of the Employment Agreement between the Company and Thomas Bushey.

F3: On January 19, 2021 ("Effective Date"), Mr. Bushey resigned as the Company's President. Mr. Bushey will continue to serve on the Company's Board, and as a consultant to the Company. As of the Effective Date, (i) Mr. Bushey has the right to receive 500,000 RSU Shares (375,000 RSU Shares vested as of December 31, 2020 and 125,000 RSU Shares on which the Compensation Committee accelerated vesting on January 19, 2021), which RSU Shares will be issued on June 3, 2022 pursuant to Mr. Bushey's deferral election, and (ii) 500,000 RSU shares were canceled on January 19, 2021.

F4: On November 16, 2020, the Company executed a one-for-three reverse stock split of its issued and outstanding Common Stock (the "Reverse Stock Split") resulting in the appropriate reduction in the reporting person's ownership of shares of common stock. No fractional shares were issued as a result of the Reverse Stock Split. Any fractional shares that would have resulted from the Reverse Stock Split were rounded up to the nearest whole share.