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Datavault AI Announces Change in Distribution Date for Warrants to Purchase Common Stock to Eligible Record Equityholders of Datavault AI to February 23, 2026

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Datavault AI (NASDAQ:DVLT) moved the distribution date for its previously announced dividend of warrants to February 23, 2026 (from February 21, 2026); the record date remains January 7, 2026.

The Distribution grants one warrant per 60 shares, each exercisable for one share at a $5.00 exercise price, subject to adjustment and conditions including token-holding and a one-year expiry.

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Positive

  • Distribution ratio: 1 Warrant per 60 shares
  • Exercise price: $5.00 per Warrant share
  • Prospectus registration under Form S-3 declared effective July 9, 2025

Negative

  • Token-linked exercise: each exercise requires one Dream Bowl Meme Coin II token per Warrant
  • Short life: Warrants expire one year after Distribution Date
  • Transfer limits: restrictive transfer and assignment provisions reduce secondary liquidity

Key Figures

Par value: $0.0001 per share Record date: January 7, 2026 New Distribution Date: February 23, 2026 +5 more
8 metrics
Par value $0.0001 per share Common Stock par value referenced in warrant dividend
Record date January 7, 2026 Eligibility cutoff for warrant Distribution
New Distribution Date February 23, 2026 Revised warrant distribution date set by board
Prior Distribution Date February 21, 2026 Original warrant distribution date before change
Distribution ratio 1 Warrant per 60 shares Warrant dividend ratio for eligible equity holders
Exercise price $5.00 per share Initial Warrant exercise price for one Common Stock share
Expiration time 5:00 p.m. NYC time On the one-year anniversary of the Distribution Date
Form S-3 file number 333-288538 Shelf registration statement referenced for Warrant registration

Market Reality Check

Price: $0.7900 Vol: Volume 19,939,632 is belo...
low vol
$0.7900 Last Close
Volume Volume 19,939,632 is below the 20-day average of 57,586,410, indicating muted trading interest pre-announcement. low
Technical Shares trade below the 200-day MA of 1.02, reflecting a weak longer-term trend before this warrant update.

Peers on Argus

DVLT’s momentum scanner direction is flagged as up, while key peers like INTZ (-...
1 Up

DVLT’s momentum scanner direction is flagged as up, while key peers like INTZ (-4.45%) and VRAR (-3.91%) were down. Only CSAI showed modest upside (+0.53%), pointing to stock-specific dynamics rather than a broad software/AI move.

Previous AI Reports

5 past events · Latest: Feb 11 (Positive)
Same Type Pattern 5 events
Date Event Sentiment Move Catalyst
Feb 11 Investor outreach Positive +0.2% CEO hosted private Mar-a-Lago dinner, reaffirmed at least $30M 2025 revenue.
Feb 10 Product activation Positive -3.4% Super Bowl LX activations showcasing ADIO, DVHOLO and tokenized digital assets.
Feb 05 Outlook update Positive -0.5% Stockholder letter highlighting 2025 milestones and at least $30M 2025 revenue.
Feb 03 Token distribution Positive +6.1% Update on Dream Bowl Meme Coin II airdrop logistics and Q2 2026 trading plans.
Jan 28 Partnership news Positive -1.8% Agreement with Sports Illustrated to explore sports-focused digital asset exchange.
Pattern Detected

Recent AI-tag news often reads positively, but price reactions have been mixed, with more divergences than alignments.

Recent Company History

Over the last few weeks, Datavault AI has issued a series of AI-related updates, including investor outreach at Mar-a-Lago on Feb 11, Super Bowl LX activations on Feb 10, and a shareholder letter on Feb 5 outlining at least $30 million in 2025 revenue targets and major tokenization deals. Earlier, it detailed the Dream Bowl Meme Coin II distribution and a Sports Illustrated partnership. Price reactions to these AI-tag releases have alternated between small gains and selloffs, underscoring inconsistent trading responses.

Historical Comparison

+0.1% avg move · Recent AI-tag announcements have produced an average move of about 0.11%, with both sharp gains and ...
AI
+0.1%
Average Historical Move AI

Recent AI-tag announcements have produced an average move of about 0.11%, with both sharp gains and declines, indicating volatile but not uniformly bullish reactions.

AI-tag updates trace a path from strategic partnerships and large revenue targets to token-based distributions, showing a consistent focus on tokenization and digital asset monetization.

Regulatory & Risk Context

Active S-3 Shelf
Shelf Active
Active S-3 Shelf Registration 2025-10-17

An effective Form S-3 shelf registration filed on October 17, 2025 registers up to 5,000,000 common shares for resale by existing holders. The company receives no proceeds from these resales but bears registration costs, and prior 424B5 usage indicates the shelf has been tapped multiple times.

Market Pulse Summary

This announcement fine-tunes logistics for a previously declared warrant dividend, shifting the Dist...
Analysis

This announcement fine-tunes logistics for a previously declared warrant dividend, shifting the Distribution Date to February 23, 2026 while keeping the January 7, 2026 record date and a ratio of one Warrant per 60 shares. Investors may track how these Warrants, with a $5.00 exercise price and token-based exercise conditions, interact with Datavault AI’s active Form S-3 resale shelf and its ongoing stream of AI and tokenization initiatives.

Key Terms

warrants, convertible promissory notes, cashless exercise, prospectus supplement, +2 more
6 terms
warrants financial
"previously announced dividend (the "Distribution") of warrants (the "Warrants") to purchase shares"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
convertible promissory notes financial
"certain convertible promissory notes of Datavault AI that have the right to participate"
A convertible promissory note is a loan a company takes that can later be turned into shares instead of being paid back in cash; think of lending money now in exchange for a voucher that can become ownership later. Investors care because it mixes credit risk and potential ownership upside—it can protect lenders if a company struggles while also diluting existing shareholders when converted, affecting future share value and investor returns.
cashless exercise financial
"the Warrants may only be exercised pursuant to the "cashless exercise" provisions of the Warrants"
A cashless exercise is a way for an option holder to convert stock options into actual shares without paying the purchase price in cash; instead they immediately give up a portion of the newly issued shares to cover the cost and any withholding taxes. Investors care because this process increases the number of shares available and can slightly dilute existing holdings, while also signaling how insiders or employees are realizing compensation without needing cash — similar to paying for a purchase by handing over part of what you just bought.
prospectus supplement regulatory
"intends to file a prospectus supplement to its base prospectus, dated as of July 9, 2025"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
shelf registration statement regulatory
"accompanying its shelf registration statement on Form S-3 (File No. 333-288538) filed with the SEC"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
form s-3 regulatory
"shelf registration statement on Form S-3 (File No. 333-288538) filed with the SEC"
Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

AI-generated analysis. Not financial advice.

PHILADELPHIA, PA / ACCESS Newswire / February 13, 2026 / Datavault AI Inc. (NASDAQ:DVLT) ("Datavault AI" or the "Company"), a provider of data monetization, credentialing, digital engagement, and real-world asset tokenization technologies, today announced that its board of directors (the "Datavault Board") has changed the distribution date for the previously announced dividend (the "Distribution") of warrants (the "Warrants") to purchase shares of Datavault AI common stock, par value $0.0001 per share (the "Common Stock"), to eligible record holders ("Record Holders") of Common Stock and other equity securities of Datavault AI to February 23, 2026 (the "Distribution Date") from February 21, 2026. The record date for the Distribution remains January 7, 2026 (the "Record Date").

The Record Date and/or the Distribution Date for the Distribution may be changed by the Datavault Board for any reason at any time prior to the actual Distribution Date, and completion of the Distribution is conditioned upon the Datavault Board having not revoked the Distribution prior to the Distribution Date, including for a material change to the solvency or surplus analysis presented to the Datavault Board.

Warrant Terms

The Warrants will be issued without any action required by Record Holders and without any payment of cash or other consideration.

  • Eligibility: Record Holders are the holders of the following Datavault AI securities, in each case, as of the close of business on the Record Date:

    • Common Stock;

    • certain warrants to purchase Common Stock that have the right to participate in the Distribution pursuant to their respective terms;

    • certain convertible promissory notes of Datavault AI that have the right to participate in the Distribution pursuant to their respective terms; and

    • certain equity awards and/or grants that are issued and outstanding as of the Record Date and which were granted under Datavault AI's stock option plan, stock incentive plan or other equity incentive plans that have not been exercised or converted and settled (or, in the case of restricted stock awards, that have not yet vested) as of the Record Date that are entitled to participate in the Distribution pursuant to the terms of their respective awards and/or grants.

  • Distribution Ratio: The Distribution will be made to the Record Holders on the basis of one Warrant to purchase one share of Common Stock for every 60 shares of Common Stock held (or, for securities other than Common Stock, shares of Common Stock underlying such other equity securities of Datavault AI held, subject to the contractual terms of such securities) by such holders as of the close of business on the Record Date (rounding down to the nearest increment of 60 shares).

  • Exercise Price: Each Warrant will entitle the holder to purchase one share of Common Stock (each, a "Warrant Share") at an exercise price of, initially, $5.00 per share (the "Exercise Price") at any time and from time to time following the Distribution Date until the expiration of the Warrants. The Exercise Price will be subject to adjustment in connection with certain events including: (i) stock dividends, splits, subdivisions, reclassifications and combinations; (ii) rights issues; (iii) other distributions and spin-offs; and (iv) fundamental transactions (in each case, as will be set forth in the Warrants).

  • Exercise Method: Cash exercise only; however, if there is no effective registration statement registering, or the prospectus contained therein is not available for, the issuance of the Warrant Shares upon exercise of the Warrants to the holder, the Warrants may only be exercised pursuant to the "cashless exercise" provisions of the Warrants.

  • Conditions to Exercise: The exercise of the Warrants will be conditioned upon the requirement that the beneficial owner of each such Warrant: (a) holds one Dream Bowl Meme Coin II token per Warrant requested to be exercised; and (b) each such Dream Bowl Meme Coin II token is held in a digital wallet within a Datavault account, in each case, as of the date the applicable "Notice of Exercise" in the form attached to the Warrants (each, a "Notice of Exercise") is delivered to the VStock Transfer, LLC, as warrant agent for the Warrants (such conditions, the "Warrant Exercise Conditions"). Datavault AI has made separate announcements and filings with the Securities and Exchange Commission (the "SEC") regarding the Dream Bowl Meme Coin II tokens and Record Holders are encouraged to read such announcements and filings for more information regarding such tokens.

    No Notice of Exercise will be deemed validly delivered unless it specifies a valid and accurate digital wallet address, indicates the number of Dream Bowl Meme Coin II tokens held in such wallet, which number will be subject to verification by Datavault AI, and sets forth the email address associated with the applicable holder's Datavault account. Verification of the Warrant Exercise Conditions may take up to five trading days from the date on which Datavault AI receives the applicable Notice of Exercise. These and/or any other conditions to the exercise of the Warrants will be set forth in the Warrants themselves.

  • Transfer Restrictions: The Warrants may not be transferred, assigned or sold, except under limited circumstances to be set forth in the Warrants, including by gift to an immediate family member or trust, by virtue of laws of descent and distribution upon death or pursuant to a qualified domestic relations order.

  • Expiration: 5:00 p.m. New York City time on the date that is the one-year anniversary of the Distribution Date.

Record Holders are encouraged to review the information available in the document containing questions and answers regarding the dividend and the Warrants that was filed as Exhibit 99.2 to the Company's Current Report on Form 8-K filed with the SEC on February 13, 2026.

No Offer or Solicitation

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Datavault AI intends to file a prospectus supplement to its base prospectus, dated as of July 9, 2025 (such prospectus supplement, together with the base prospectus, the "Prospectus"), accompanying its shelf registration statement on Form S-3 (File No. 333-288538) filed with the SEC on July 7, 2025, and declared effective on July 9, 2025, registering the distribution of the Warrants for no consideration and the issuance of the Warrant Shares upon exercise of the Warrants with the SEC, which Prospectus will be available on the SEC's website located at http://www.sec.gov. Record Holders should read the Prospectus carefully when it is filed with the SEC, including the Risk Factors included and incorporated by reference therein.

About Datavault AI

Datavault AI™ (Nasdaq:DVLT) leads AI-driven data experiences, valuation, and monetization in the Web 3.0 environment. The Company's cloud-based platform delivers comprehensive solutions through its collaborative Acoustic Science and Data Science Divisions. Datavault AI's Acoustic Science Division includes WiSA®, ADIO®, and Sumerian® patented technologies for spatial and multichannel wireless HD sound. The Data Science Division harnesses Web 3.0 and high-performance computing for experiential data perception, valuation, and secure monetization across industries including sports & entertainment, biotech, education, fintech, real estate, healthcare, and energy. The Information Data Exchange® (IDE) enables Digital Twins and secure NIL licensing, fostering responsible AI with integrity. Datavault AI's customizable technology suite offers AI/ML automation, third-party integration, analytics, marketing automation, and advertising monitoring. Headquartered in Philadelphia, PA. Learn more at www.dvlt.ai.

Forward-Looking Statements

This press release may contain "forward-looking statements" (within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act of 1934, as amended, 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, forward-looking statements can be identified by 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 our declaration and/or payment of dividends, our expectations regarding the terms and/or timing of the Distribution (including that the Datavault Board may change the Record Date and/or the Distribution Date and may revoke the Distribution entirely), the expiration date of the Warrants and any conditions to the exercise of the Warrants, including, without limitation, the Warrant Exercise Conditions, our intention to file a prospectus supplement registering the distribution of the Warrants for no consideration and the issuance of the Warrant Shares upon exercise of the Warrants with the SEC, and whether we will proceed with the Distribution, are necessarily based upon estimates and assumptions that, while considered reasonable by Datavault AI and its management, are inherently uncertain. Forward-looking statements are based on the current beliefs, assumptions, and expectations of management and current market conditions. Readers are cautioned not to place undue reliance on these and other forward-looking statements contained herein. There can be no assurance that future dividends will be declared, and the payment of any dividend is expressly conditioned on the Datavault Board not revoking any or all dividends before their respective distribution dates. 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: risks related to legal proceedings that may be instituted against Datavault AI regarding the Distribution and/or the Warrants; risks associated with the right of the Datavault Board to change the Record Date and/or the Distribution Date, and/or to revoke the Distribution prior to the Distribution Date; the availability from time to time of the Prospectus and/or an effective registration statement covering the issuance of the Warrant Shares; changes in economic, market or regulatory conditions; 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, 2024 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 hereof 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.

Investor Contact:

800.491.9665
ir@dvlt.ai

Media Inquiries:

info@dvlt.ai

SOURCE: Datavault AI Inc



View the original press release on ACCESS Newswire

FAQ

Why did Datavault AI (DVLT) change the warrant Distribution Date to February 23, 2026?

Datavault AI postponed the Distribution Date to February 23, 2026 to replace the prior February 21 date. According to Datavault AI, the Board retains discretion to change the Record or Distribution Date for any reason prior to distribution.

How many warrants will DVLT shareholders receive per share on the January 7, 2026 record date?

Record Holders receive one Warrant for every 60 shares held as of January 7, 2026. According to Datavault AI, fractional results are rounded down to the nearest 60-share increment.

What is the DVLT Warrant exercise price, expiration, and adjustment mechanics?

Each Warrant exercises for one share at $5.00 and expires one year after the Distribution Date. According to Datavault AI, the Exercise Price is adjustable for dividends, splits, rights issues and fundamental transactions.

How can DVLT Warrants be exercised and what are the conditions?

Warrants are cash-exercise only unless registration is unavailable, triggering cashless exercise provisions. According to Datavault AI, exercise requires holding one Dream Bowl Meme Coin II token per Warrant in a Datavault-linked digital wallet and verification up to five trading days.

Will the DVLT warrant distribution dilute existing shareholders and affect liquidity?

The Distribution creates potential dilution by issuing warrants convertible into shares at $5.00 each. According to Datavault AI, transfer restrictions and one-year expiry may also limit tradability and secondary-market liquidity for the Warrants.
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