Sec Form 4 Filing - Cohen Scot @ WRAP TECHNOLOGIES, INC. - 2026-02-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Cohen Scot 2. Issuer Name and Ticker or Trading Symbol WRAP TECHNOLOGIES, INC. [ WRAP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Executive Chairman and CEO (Last) (First) (Middle) C/O WRAP TECHNOLOGIES, INC., 3480 MAIN HWY, SUITE 202 3. Date of Earliest Transaction (MM/DD/YY) 02/01/2026 (Street) MIAMI, FL33133 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/02/2026 A 475,000 ( 1 ) A $ 2 1,874,186 I By V4 Global LLC ( 2 ) Common Stock 02/03/2026 A 60,345 ( 3 ) A $ 0 1,934,531 I By V4 Global LLC ( 2 ) Common Stock 02/03/2026 A 43,104 ( 3 ) A $ 0 6,532,165 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Warrants $ 2.3 ( 4 ) 02/02/2026 A 475,000 02/03/2026 02/03/2031 Common Stock 475,000 $ 0 475,000 I By Scot Cohen Roth IRA Stock Options (Right to Buy $ 2.18 02/01/2026 A 2,000,000 ( 5 ) 02/01/2036 Common Stock 2,000,000 $ 0 2,000,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cohen Scot C/O WRAP TECHNOLOGIES, INC. 3480 MAIN HWY, SUITE 202 MIAMI, FL33133 X X Executive Chairman and CEO Signatures /s/ Scot Cohen 02/03/2026 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"), purchased by the Reporting Person from the Issuer in a private placement pursuant to that certain Securities Purchase Agreement, dated as of February 2, 2026, by and among the Issuer and the investors signatory thereto (the "Purchase Agreement"). ( 2 )The reported securities are directly owned by V4 Global LLC ("V4") and may be deemed to be beneficially owned by the Reporting Person as managing member of V4. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. ( 3 )Represents shares of Common Stock issued as a payment of dividends on the Issuer's Series A Convertible Preferred Stock, par value $0.0001 per share. ( 4 )The warrants (the "PIPE Warrants") were purchased by the Reporting Person from the Issuer in a private placement pursuant to the Purchase Agreement. The exercise price of the PIPE Warrants is subject to adjustment in the event of any issuances of Common Stock of the Issuer or securities convertible, exercisable or exchangeable for Common Stock, at a price below $2.30. ( 5 )25% of the stock options vested on the date of grant and the remainder will vest ratably in three annual tranches thereafter; provided that any unvested stock options are subject to accelerated vesting upon the achievement of certain market capitalization milestones, provided further that, in each case, the Reporting Person is employed or providing services to the Issuer on the applicable vesting date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.