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Form 8-K

sec.gov

8-K — Datavault AI Inc.

Accession: 0001104659-26-061850

Filed: 2026-05-15

Period: 2026-05-15

CIK: 0001682149

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2614768d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2614768d1_ex99-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: tm2614768d1_8k.htm · Sequence: 1

false

0001682149

0001682149

2026-05-15

2026-05-15

iso4217:USD

xbrli:shares

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xbrli:shares

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):

May 15, 2026

Datavault AI Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

001-38608

(Commission File Number)

30-1135279

(IRS Employer

Identification No.)

One Commerce Square

2005 Market Street, Suite 2400

Philadelphia, Pennsylvania 19103

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (408) 627-4716

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))

Securities registered pursuant to Section 12(b) of the Act

Title of each class

Trading Symbol(s)

Name of each exchange on which

registered

Common stock, par value $0.0001 per share

DVLT

The Nasdaq Capital Market

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 of this chapter) or Rule 12b-2 of the Securities Exchange

Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark 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. ¨

Item 2.02

Results of Operations and Financial Condition.

The information under Item 7.01 of this Current Report on Form 8-K

is incorporated by reference in this Item 2.02.

Item 7.01

Regulation FD Disclosure.

On May 15, 2026, Datavault AI Inc. (“Datavault”)

issued a press release announcing the results for the first quarter ended March 31, 2026. A copy of the press release is attached hereto

as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in Items 2.02 and 7.01 of this

Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is being furnished and shall not be deemed “filed” for

purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the

liabilities of that section, nor shall they be deemed incorporated by reference into any filing by Datavault, under the Securities Act

of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release dated May 15, 2026.

104

Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).

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.

DATAVAULT AI INC.

By:

/s/ Nathaniel Bradley

Name:

Nathaniel Bradley

Title:

Chief Executive Officer

Date: May 15, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2614768d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Datavault AI Provides Q1 2026 Business Update

Highlighting Tokenization Adoption and Infrastructure Progress

More than $800 million in tokenization contracts

signed; generating nearly $100 million in fees expected to be recognized in 2026

First Quarter 2026 Business Highlights

· Datavault AI reiterates $200 million revenue target for full-year 2026

· Q1-2026 revenue increased 443% YoY vs Q1-2025

· CLARITY Act anticipated to provide tailwind to planned H2 2026 exchange launch of IDE, SiX, NYIAX and

IEE

· Balance sheet strengthened following $60 million registered offering of common stock, bringing working

capital up to approximately $140 million

· Secured additional $120 million in non-dilutive funding to accelerate the nationwide rollout of the SanQtum

AI infrastructure platform

· Expanded intellectual property ("IP") portfolio through newly issued patents and notices of

allowance

Management to host a live investor

webcast this morning at 8:30 a.m. ET

PHILADELPHIA, PA / May 15, 2026 / Datavault

AI Inc. ("Datavault AI" or the "Company") (NASDAQ: DVLT), a provider of data monetization, credentialing, digital

engagement, and real-world asset ("RWA") tokenization technologies, today reported results for the quarter ended March 31,

2026.

“We entered 2026 with strong momentum and

are executing aggressively on our strategic plan,” said Nathaniel Bradley, Chief Executive Officer of Datavault AI. “Our signing

of approximately $750 million in tokenization contracts during the first quarter validates the growing institutional demand for a secure,

AI-enabled RWA monetization platform. Over the past several months, we have continued advancing our vision of transforming data into a

monetizable asset class while simultaneously building the secure AI infrastructure required to support that future. We are not simply

participating in the evolution of AI and tokenized economies; we are building the asset-agnostic foundational platform designed to power

them.”

2026 Strategic Highlights and Accomplishments

So far in 2026, Datavault AI has expanded its

quantum-ready distributed graphics processing unit (“GPU”) edge network, advanced its tokenization platform, strengthened

its IP portfolio, entered new vertical markets, and has substantially strengthened its balance sheet.

Subsequent to the contracts signed during the

first quarter of 2026, Datavault AI entered into an agreement in April 2026 for a strategic transaction that will combine a Datavault

AI equity investment in King Mining Capital, a Datavault AI stock-funded purchase of 20,000 ounces of physical gold bullion, and the launch

of a $150 million-plus GoldVault™ tokenization program backed by King Mining Capital’s high-grade gold resources. "The

planned relaunch of IDE, IEE, and NYIAX later this summer with upgraded AI features, including CLEAR, watsonx.ai, and Fiserv integrations,

will further drive value creation for our partners and stakeholders, and these contracts reinforce our confidence in our full-year 2026

revenue target of at least $200 million." Mr. Bradley continued.

Additionally,

in May 2026, Datavault AI entered into a binding letter of intent to acquire CyberCatch Holdings, Inc. (“CyberCatch”)

in an all-stock transaction designed to integrate AI-enabled cyber risk mitigation and quantum-resistant security capabilities directly

into Datavault AI’s SanQtum-secured edge ecosystem.

“We anticipate that integration of CyberCatch

with our SanQtum platform will significantly strengthen our position as a secure infrastructure provider for the emerging tokenized economy,”

Mr. Bradley added. “As policymakers move toward establishing clearer regulatory frameworks for digital assets and tokenization

through legislation such as the CLARITY Act, Datavault AI is already building ahead of that curve. By integrating AI-driven cyber risk

mitigation, continuous compliance, and quantum-resilient security into our platform today, we are positioning the Company to meet the

enterprise and institutional demands of tomorrow’s regulated digital asset markets.”

As

part of its infrastructure geographic expansion strategy, Datavault AI launched its first quantum-ready distributed GPU

edge network sites in New York and Philadelphia through its partnership with Available Infrastructure entered into in April 2026.

The platform combines ultra-low latency AI processing, quantum-resilient cybersecurity, self-healing mesh architecture, and zero-trust

execution environments intended for enterprise, government, media, and critical infrastructure applications. The Company’s quantum-ready

distributed GPU edge network is expected to scale to more than 100 U.S. cities by the end of 2026 and support a planned fleet of approximately

48,000 GPUs. To accelerate this deployment, Datavault AI executed a binding term sheet for a proposed $120 million cash contribution

and revenue participation agreement with Scilex Holding Company. “This funding commitment validates the long-term strategic vision

behind SanQtum and positions Datavault AI to become a foundational infrastructure provider for the emerging data economy,” said

Brett Moyer, Datavault AI’s Chairman and Chief Financial Officer. “The cash contribution will be used to fully fund the deployment

of our quantum-ready GPU infrastructure across an estimated 100 cities in the United States, delivering unprecedented AI, high-performance

computing, tokenized RWA processing, and secure government and enterprise services nationwide.”

Also,

in May 2026, the Company announced the pricing and closing of a $60 million registered direct offering intended to

support the deployment of the Company’s quantum-ready GPU edge network, including build-out and equipment, as well as working capital

and general corporate purposes. “We are pleased with the strong support demonstrated by institutional investors,” said Mr. Moyer.

“This financing strengthens our balance sheet and provides additional flexibility as we continue executing on strategic capital

allocation that includes acquisitions. We believe the combination of our patented technologies, growing enterprise relationships, nationwide

GPU deployment strategy, and expanding IP portfolio growth positions us to become a foundational infrastructure provider in the digital

asset space.”

Q1-2026 Consolidated Results

Revenue for the three months ended March 31,

2026 was $3.4 million, an increase of $2.8 million or 443% compared to the revenue for the three months ended March 31, 2025 of $0.6

million. The increase was a result of the acquisition of CompuSystems Inc. (“CSI”).

Gross profit for the three months ended March 31,

2026 was $0.1 million compared to a gross profit of $0.1 million for the three months ended March 31, 2025. The gross profit as a

percentage of sales was 3% for the three months ended March 31, 2026, compared to the gross profit of 11% for the three months ended

March 31, 2025. The decrease in gross profit as a percentage of sales is due to the inclusion of lower-margin revenue as a result

of the acquisition of CSI.

Research and development expenses for the three

months ended March 31, 2026 were $5.7 million, an increase of $3.3 million compared to the research and development expenses for

the three months ended March 31, 2025 of $2.4 million. The increase in research and development expenses was primarily driven by

IBM watsonx.ai and SanQtum AI subscription licenses of $3.1 million and higher legal expenses of $0.3 million.

Sales and marketing expenses for the three months

ended March 31, 2026 were $6.6 million, an increase of $5.1 million compared to the sales and marketing expenses for the three months

ended March 31, 2025 of $1.5 million. The increase in sales and marketing expenses is primarily related to an increase in headcount

resulting in increased salaries and wages, benefits and stock-based compensation of $1.5 million, an increase in advertising and sponsorship

projects of $2.8 million and consulting expenses of $0.4 million.

General and administrative expenses for the three

months ended March 31, 2026 were $18.7 million, an increase of $13.1 million compared to general and administrative expenses for

the three months ended March 31, 2025 of $5.6 million. The increase in general and administrative expenses is primarily driven by

higher headcount, resulting in additional salaries, wages, commissions, benefits, and stock-based compensation of $4.4 million; consulting

and legal expenses of $1.6 million and $2.5 million respectively; higher amortization of intangible assets of $0.8 million related to

the CSI acquisition closed on May 20, 2025, the IP acquisitions from Turner Global Media LLC and Web Access LLC closed in July 2025,

the IP acquisition closed in January, 2026 and the API acquisition closed in January, 2026. The increase also reflects higher acquisition-related

expenses and investor relations costs of $0.6 million each.

2026 Outlook

Datavault AI reiterates its previously announced

full-year 2026 revenue target of at least $200 million, representing projected growth of approximately 400% year over year.

“During the first quarter of 2026 and over

the last several weeks, we have executed on multiple transformational initiatives that further position Datavault AI at the intersection

of AI infrastructure and tokenized digital asset markets,” Mr. Bradley concluded. “From expanding the footprint of our

quantum-ready GPU edge network and strengthening our institutional capital base to advancing strategic cybersecurity, we believe these

developments significantly enhance our long-term growth profile and reinforce our vision of building the infrastructure layer for the

emerging multi-trillion-dollar data asset economy.”

Today’s Datavault First Quarter 2026

Webcast Conference Call

CEO Nathaniel Bradley and CFO Brett Moyer will

host an investor conference call, webcast and Q&A today, at 8:30 a.m. ET May 15, 2026, to discuss the Company’s

results and answer investor questions.

Conference Call and Webcast Information

· Date: Friday, May 15, 2026, at 8:30 a.m. ET

· Webcast

Access: Click Here

· Participant Dial-in (US): 1-877-709-8150

· Participant

Dial-in (International): 1-201-689-8354 -- or Click HERE for participant

International Toll-Free access numbers

· A

replay of the webcast will be made available later in the day in the Investors/Presentations

section of the Datavault AI website: Click Here

About Datavault AI Inc.

Datavault AITM (NASDAQ: DVLT) is leading

the way in AI-driven data experiences, valuation, and monetization of assets in the Web 3.0 environment. The Company’s cloud-based

platform provides comprehensive solutions with a collaborative focus in its Acoustic Sciences and Data Sciences divisions.

Datavault AI’s Acoustic Sciences division

features WiSA®, ADIO®, and Sumerian® patented technologies and industry-first foundational

spatial and multichannel wireless, high-definition sound transmission technologies with intellectual property covering audio timing, synchronization,

and multi-channel interference cancellation. The Data Science division leverages the power of Web 3.0 and high-performance computing to

provide solutions for experiential data perception, valuation, and secure monetization.

Datavault AI’s platform serves multiple

industries, including high-performance computing software licensing for sports & entertainment, events & venues, biotech,

education, fintech, real estate, healthcare, energy, and more. The Information Data Exchange® enables Digital Twins

and the licensing of name, image, and likeness by securely attaching physical real-world objects to immutable metadata, fostering responsible

AI with integrity. The Company’s technology suite is fully customizable and offers AI- and machine-learning-based automation, third-party

integration, detailed analytics and data, marketing automation, and advertising monitoring.

The Company is headquartered in Philadelphia,

PA. Learn more about Datavault AI at https://dvlt.ai

Forward-Looking Statements

This press release contains "forward-looking

statements" (within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and other securities laws) about

Datavault AI Inc. ("Datavault AI," the "Company," "us," "our," or "we") and our industry

that involve risks and uncertainties. In some cases, you can identify forward-looking statements because they contain words, such as "may,"

"might," "will," "shall," "should," "expects," "plans," "anticipates,"

"could," "intends," "target," "projects," "contemplates," "believes," "estimates,"

"predicts," "potential," "goal," "objective," "seeks," "likely" or "continue"

or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. The

absence of these words does not mean that a statement is not forward-looking. Such forward-looking statements, including, but not limited

to, statements regarding future events, the Company’s revenue target for full-year 2026, the expected operational, technical and

commercial outcomes of the Company's commercial strategy, the potential for Datavault AI to successfully deploy its technologies and gain

market share in such markets, the potential for Datavault AI to anticipate market trends, exploit business opportunities and create value

for customers, and the projected direction and market impacts of regulatory changes with respect to digital assets, are necessarily based

upon estimates and assumptions that, while considered reasonable by the Company and its management, are inherently uncertain. Readers

are cautioned not to place undue reliance on these and other forward-looking statements contained herein.

Actual results may differ materially from those

indicated by these forward-looking statements as a result of various risks and uncertainties including, but not limited to, the following:

the risk that the Company will not achieve its full year 2026 revenue target, risks related to our ability to deploy our technologies

and gain market share in our target markets; the risk that Datavault AI will incorrectly anticipate market trends and/or fail to successfully

exploit business opportunities; the risk that regulatory changes with respect to digital assets may negatively impact the markets in which

Datavault AI operates, or fail to drive revenue growth to anticipated levels; changes in market demand for Datavault AI's services and

products; changes in economic, market, or regulatory conditions; risks relating to evolving regulatory frameworks applicable to tokenized

assets; risks associated with technological development and integration; and other risks and uncertainties as more fully described in

Datavault AI's filings with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2025 and other

filings that Datavault AI makes from time to time with the SEC, which are available on the SEC's website at www.sec.gov, and could cause

actual results to vary from expectations.

The forward-looking statements made in this press

release relate only to events as of the date on which the statements are made. Datavault AI undertakes no obligation to update any forward-looking

statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information

or the occurrence of unanticipated events, except as required by law. Datavault AI may not actually achieve the plans, intentions or expectations

disclosed in its forward-looking statements, and you should not place undue reliance on such forward-looking statements. Datavault AI's

forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments

it may make.

Non-GAAP Financial Measures

To evaluate the performance of our business, we

rely on both our results of operations recorded in accordance with generally accepted accounting principles in the United States ("GAAP")

and certain non-GAAP financial measures, including EBITDA, and Adjusted EBITDA. These measures, as defined below, are not defined or calculated

under principles, standards or rules that comprise GAAP. Accordingly, the non-GAAP financial measures we use and refer to should

not be viewed as a substitute for performance measures derived in accordance with GAAP or as a substitute for a measure of liquidity.

Our definitions of EBITDA and Adjusted EBITDA described below are specific to our business and you should not assume that they are comparable

to similarly titled financial measures of other companies.

We define EBITDA as net income (loss) before depreciation,

amortization, interest expense, net, and income tax provision.

We define Adjusted EBITDA, as adjusted for stock-based

compensation, change in fair value of warrant liabilities, change in fair value of crypto currency, and extinguishment of debt.

When used in conjunction with GAAP financial measures,

we believe that EBITDA and Adjusted EBITDA are useful supplemental measures of operating performance and liquidity because these measures

facilitate comparisons of historical performance by excluding non-cash items such as equity-based compensation and other amounts not directly

attributable to our primary operations. Adjusted EBITDA is also a key metric used internally by our management to evaluate performance

and develop internal budgets and forecasts. EBITDA and Adjusted EBITDA have limitations as an analytical tool and should not be considered

in isolation or as a substitute for analyzing our results as reported under GAAP and may not provide a complete understanding of our operating

results as a whole. Some of these limitations are (i) they do not reflect changes in, or cash requirements for, our working capital

needs, (ii) they do not reflect our interest expense or the cash requirements necessary to service interest or principal payments

on our debt, (iii) they do not reflect our tax expense or the cash requirements to pay our taxes, (iv) they do not reflect historical

capital expenditures or future requirements for capital expenditures or contractual commitments, (v) although equity-based compensation

expenses are non-cash charges, we rely on equity compensation to compensate and incentivize employees, directors and certain consultants,

and we may continue to do so in the future and (vi) although depreciation and amortization are non-cash charges, the assets being

depreciated and amortized will often have to be replaced in the future, and these non-GAAP measures do not reflect any cash requirements

for such replacements.

Investor Contact

Edward Barger

VP, Investor Relations

ebarger@dvlt.ai

Media Contact

Alan Wallace

marketing@dvlt.ai

DATAVAULT AI INC.

CONSOLIDATED BALANCE SHEETS

March 31, 2026 and December 31, 2025

(in thousands, except share and per share data)

March 31, 2026

December 31, 2025

Assets

Current Assets:

Cash and cash equivalents

$ 2,205

$ 2,004

Accounts receivable

1,066

888

Related party receivable

29,500

30,000

Unbilled accounts receivable

1,304

1,705

Inventories

717

636

Note receivable

500

Crypto assets

57,111

92,222

Deferred offering costs

745

5,500

Prepaid software license, current

8,368

7,759

Prepaid expenses and other current assets

4,752

2,159

Total current assets

106,268

142,873

Property and equipment, net

1,199

606

Intangible assets

102,618

94,816

Goodwill

27,285

19,135

Prepaid software license, noncurrent

6,058

6,956

Investments in non-marketable securities

1,766

4,300

Deposit for business combination

1,000

Other assets

4,919

5,018

Total assets

$ 250,113

$ 274,704

Liabilities, Convertible Redeemable Preferred Stock and Stockholders’ Equity

Current Liabilities:

Accounts payable

$ 7,051

$ 10,832

Accrued liabilities

12,053

11,002

Due to related party

760

98

Short-term convertible note payable, related party

3,936

Short-term promissory notes

3,160

1,013

Total current liabilities

23,024

26,881

Convertible notes

3,380

5,917

Warrant liabilities

9

9

Other liabilities

3,672

3,923

Total liabilities

30,085

36,730

Common stock, par value $0.0001; 2,000,000,000 shares authorized; 617,813,176 and 573,438,153 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively

63

59

Additional paid-in capital

650,541

615,360

Accumulated deficit

(430,576 )

(377,445 )

Total stockholders’ equity

220,028

237,974

Total liabilities, redeemable convertible preferred stock and stockholders’ equity

$ 250,113

$ 274,704

DATAVAULT AI INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

For the quarters ended March 31, 2026

and 2025

(in thousands, except share and per share data)

Three Months Ended March 31,

2026

2025

Patent license and tokenization revenue

$ —

$ —

Live event production revenue

2,499

Consumer audio products, components, and other revenue, net

917

629

Total net revenue

3,416

629

Cost of revenue, patent license and tokenization

Cost of revenue, live events

2,795

Cost of revenue, consumer audio products, components, and other

510

560

Total cost of net revenue

3,305

560

Gross profit

111

69

Operating Expenses:

Research and development

5,729

2,361

Sales and marketing

6,636

1,495

General and administrative

18,696

5,644

Total operating expenses

31,061

9,500

Income (loss) from operations

(30,950 )

(9,431 )

Interest expense, net

(1,121 )

(120 )

Change in fair value of warrant liabilities

17

Extinguishment of debt

(1,725 )

Impairment of investment in nonmarketable security

(2,534 )

Other expense, net

(16,801 )

(29 )

Loss before provision for income taxes

(53,131 )

(9,563 )

Provision for income taxes

Net loss attributable to common stockholders

$ (53,131 )

$ (9,563 )

Net loss per common share - basic and diluted

$ (0.09 )

$ (0.18 )

Weighted average number of common shares used in computing net loss per common share

574,220,923

53,681,828

Note: Share and per share amounts have been retroactively

adjusted to reflect the impact of a 1-for-150 reverse stock split effected in April 2024.

DATAVAULT AI INC. CONSOLIDATED STATEMENTS OF CASH

FLOWS

For the quarters ended March 31, 2026

and 2025 (in thousands, except share and per share data)

Three Months Ended March 31,

2026

2025

Cash flows from operating activities:

Net loss

$ (53,131 )

$ (9,563 )

Adjustments to reconcile net loss to net cash used in operating activities:

Stock-based compensation

5,234

648

Depreciation and amortization

3,161

2,321

Amortization of debt discounts and paid-in-kind interest

902

120

Fair value of equity warrants in interest expense

(17 )

Change in fair value of crypto currency

16,133

Loss on sale of bitcoin

822

Debt extinguishment

1,725

Impairment of nonmarketable security

2,534

Changes in operating assets and liabilities:

Accounts receivable

220

69

Related party receivable

500

Unbilled accounts receivable

401

Inventories

-81

276

Prepaid expenses and other current assets

(2,554 )

359

Prepaid software

289

Other assets

99

54

Accounts payable

(4,339 )

(291 )

Due to related party

18,818

Accrued liabilities

780

30

Other liabilities

(240 )

(30 )

Net cash used in operating activities

(8,727 )

(6,024 )

Cash flows from investing activities:

Issuance of note receivable

(500 )

Deposit for business combination

(1,000 )

Cash paid for acquisition of API Media, net

(12,949 )

Purchases of property and equipment

(264 )

(52 )

Disposals of property and equipment

(171 )

Net cash used in investing activities

(13,884 )

(1,052 )

Cash flows from financing activities:

Repayments on notes payable

(6,963 )

(406 )

Proceeds from issuing shares through an At-The-Market (ATM) program

29,985

4,945

Equity issuance costs

(210 )

Repurchase of common stock warrants

(622 )

Net cash provided by financing activities

22,812

3,917

Net increase (decrease) in cash and cash equivalents

201

(3,159 )

Cash and cash equivalents as of beginning of period

2,004

3,330

Cash and cash equivalents as of end of period

$ 2,205

$ 171

Supplemental disclosure of cash flow information

Cash paid for interest

278

62

Cash paid for income taxes

Noncash Investing and Financing Activities:

Capitalized acquisition costs

117

Unpaid financing issuance costs

86

Unpaid deferred offering costs

469

117

Settlement of Related Party Payable with Bitcoin

18,156

Intangible assets acquired with issuance of common stock

5,400

Reclass liability warrant to equity

15

A reconciliation of net income (loss), the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA is set forth below:

GAAP to Non-GAAP Reconciliations

(In thousands)

Three Months Ended March 31,

2026

2025

Non-GAAP Adjusted EBITDA Reconciliation:

Net loss

$ (53,130 )

$ (9,563 )

Depreciation

$ 73

$ 12

Amortization

$ 3,088

$ 2,309

Interest expense, net

$ 1,121

$ 120

Income tax provision

$ 0

$ 0

EBITDA

$ (48,848 )

$ (7,122 )

Stock-based compensation

$ 5,232

$ 648

Change in fair value of warrant liabilities

$ 0

$ (17 )

Change in fair value of crypto currency

$ 16,133

$ 0

Extinguishment of debt

$ 1,725

$ 0

Adjusted EBITDA

$ (25,758 )

$ (6,491 )

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover

May 15, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

May 15, 2026

Entity File Number

001-38608

Entity Registrant Name

Datavault AI Inc.

Entity Central Index Key

0001682149

Entity Tax Identification Number

30-1135279

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

One Commerce Square

Entity Address, Address Line Two

2005 Market Street, Suite 2400

Entity Address, City or Town

Philadelphia

Entity Address, State or Province

PA

Entity Address, Postal Zip Code

19103

City Area Code

408

Local Phone Number

627-4716

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common stock, par value $0.0001 per share

Trading Symbol

DVLT

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

false

X

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

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Period Type:

duration

X

- Definition

Area code of city

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No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Cover page.

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No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

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Data Type:

xbrli:stringItemType

Balance Type:

na

Period Type:

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- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

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Data Type:

xbrli:dateItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 2 such as Street or Suite number

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No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the City or Town

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No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Code for the postal or zip code

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No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

na

Period Type:

duration

X

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

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Period Type:

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X

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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Name:

dei_WrittenCommunications

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