EX-32.1 5 rcat0919form10qexh32_1.htm EXHIBIT 32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND

CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly Report of Red Cat Holdings, Inc. (the “Company”) on Form 10-Q for the quarter ended July __, 2019 filed with the Securities and Exchange Commission (the “Report”), I, Jeffrey Thompson, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

| 1. | The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

| 2. | The information contained in the Report fairly presents, in all material respects, the consolidated financial condition of the Company as of the dates presented and the consolidated result of operations of the Company for the periods presented.

By: | /s/ Jeffrey Thompson
Name: | Jeffrey Thompson
Title: | Principal Executive Officer and Principal Financial Officer
Date: | September 23, 2019

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.