Datavault AI Inc. Announces Proposed Dividend of Warrants

Rhea-AI Summary

Datavault AI (NASDAQ: DVLT) announced a proposed special dividend of warrants with a record date of Jan. 7, 2026. Eligible holders are expected to receive one warrant per 60 shares held (rounded up) at no cost. The warrants are expected to have an exercise price of $5.00, be exercisable for cash, and expire one year after the distribution date. Exercise will be conditioned on holding at least one Dream Bowl Meme Coin II token in a Datavault digital wallet. Final terms, distribution date, and a warrant agreement will be filed with the SEC before distribution.

Positive

• Free warrants distributed to eligible shareholders
• Record date set for Jan. 7, 2026
• Warrants have a defined $5.00 exercise price
• Warrants expire one year after distribution date

Negative

• Exercise conditioned on holding a Dream Bowl Meme Coin II token
• Distribution date not yet determined and may be revoked
• Warrants exercisable only for cash, requiring shareholder cash outlay

Key Figures

Record date Jan. 7, 2026 Proposed dividend of warrants record date

Exercise price $5.00 per share Expected strike price for Datavault AI warrant dividend

Dividend ratio 1 warrant per 60 shares Expected warrant distribution ratio for eligible participants

Warrant term 1 year Expected exercisability period from distribution date anniversary

Token requirement 1 Dream Bowl Meme Coin II token Required in digital wallet to exercise warrants

Securities Act section Section 2(a)(3) Basis for treating no‑consideration warrant distribution as not a sale

Registration forms Form 8-A and prospectus supplement To be filed describing terms of the warrants

Pre-news price move -5.96% over 24h DVLT price change prior to warrant dividend announcement

Market Reality Check

$0.9163 Last Close

Volume Volume 50,383,267 is 1.25x the 20-day average of 40,387,571 shares. normal

Technical Price $0.7481 is trading below the 200-day MA of $1.04.

Peers on Argus

DVLT was down 5.96% pre-news, while key peers like INTZ (-4.03%), AUID (-6.63%), and others also traded lower or flat, indicating weakness across several related names but without confirmed sector-wide momentum.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 22	Broadcast partnership	Positive	-1.8%	National Dream Bowl XIV broadcast deal and Meme Coin claim details.
Dec 22	Patent issuance	Positive	-1.8%	Two U.S. patents for blockchain-based content licensing and monetization.
Dec 15	Sports NIL initiative	Positive	-7.3%	Jeremy Roenick joins to help lead International NIL Exchange platform.
Dec 11	Token distribution date	Positive	-0.7%	Dec. 24 distribution date set for Dream Bowl 2026 Meme Coin tokens.
Nov 26	Major sports deal	Positive	-3.6%	Licensing agreement with World Boxing Council for global monetization.

Pattern Detected

Recent news items with seemingly positive operational or partnership themes have been followed by negative 24-hour price reactions, suggesting a pattern of downside moves around news events.

Recent Company History

Over the last two months, Datavault AI has focused on sports and event-driven monetization, crypto-linked distributions, and IP expansion. Announcements included the Dream Bowl XIV broadcast and Meme Coin process, issuance of two U.S. patents, an International NIL Exchange initiative, a Dream Bowl 2026 Meme Coin distribution date, and a major licensing deal with the World Boxing Council. Despite their generally partnership- and growth-oriented tone, each of these events saw a negative 24-hour price reaction, which provides context for how markets have treated new corporate developments.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-10-17

An effective Form S-3 has been filed to register up to 5,000,000 existing shares for resale by selling stockholders. The company stated it will not receive proceeds from these resales but will bear registration expenses. The prospectus highlights risks such as going concern language, near‑term financing needs, potential dilution from future issuances, stock price volatility, and prior Nasdaq compliance issues.

Market Pulse Summary

The stock dropped -13.7% in the session following this news. A negative reaction despite the warrant dividend announcement would fit recent patterns where seemingly constructive updates around partnerships, tokens, and expansion were followed by downside moves. The warrants’ 1-year term, exercise price of $5.00, and token and wallet prerequisites add structural complexity that markets could reassess. Existing resale registration for 5,000,000 shares and disclosed risks around financing needs and dilution in the S-3 may further color sentiment.

Key Terms

warrants financial

"proposed dividend of warrants will be on Jan. 7, 2026The warrants are expected"

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.

exercise price financial

"The warrants are expected to have a striking price of $5.00 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

record date regulatory

"The record date for such proposed dividend is set on Jan. 7, 2026"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

distribution date regulatory

"the related distribution date has not yet been determined"

The distribution date is the day a company, fund, or trust actually pays out cash or other assets to its shareholders or unitholders. Think of it as the payday when owners receive dividends, interest, or capital gains distributions; it matters to investors because it determines when you get the money, can affect the security’s price that day, and has tax and cash-flow consequences.

Section 2(a)(3) regulatory

"does not constitute a sale of a security under Section 2(a)(3) of the Securities Act"

A provision in U.S. securities law that defines what counts as a "prospectus" — essentially any written or broadcast communication that offers a security for sale. It matters to investors because materials labeled or treated as a prospectus must meet strict disclosure and accuracy standards, similar to how a food label must list ingredients; misstatements can create legal liability and affect an investor’s right to remedies and the timing and content of offering documents.

Form 8-A regulatory

"A Form 8-A registration statement and prospectus supplement describing the terms"

A Form 8-A is a short registration document filed with the U.S. Securities and Exchange Commission to register a class of a company's securities for trading and to make the company subject to ongoing public reporting rules. Think of it as the paperwork that officially opens a company’s actions and financials to regular public scrutiny, which matters to investors because it creates predictable, official disclosure and enables broader trading in the security.

prospectus supplement regulatory

"A Form 8-A registration statement and prospectus supplement describing the terms"

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.

AI-generated analysis. Not financial advice.

• Record date for the proposed dividend of warrants will be on Jan. 7, 2026
• The warrants are expected to have a striking price of $5.00 per share of Datavault AI common stock (subject to adjustment for recapitalizations, stock splits, stock dividends and similar types of transactions)
• Each eligible participant is expected to be entitled to receive one (1) warrant to purchase one (1) share of Datavault AI common stock for every sixty (60) shares of Datavault AI common stock owned by such participant and is required to open a wallet with Datavault.
  
  

PHILADELPHIA, Dec. 29, 2025 (GLOBE NEWSWIRE) -- Datavault AI Inc. (“Datavault AI” or the “Company”) (NASDAQ: DVLT), a leader in data monetization, credentialing, and digital engagement technologies, today announced that the Company intends to declare a special dividend distribution of warrants to holders of Datavault AI common stock and holders of certain other Datavault AI equity securities. The expected terms of the warrants are described below. The record date for such proposed dividend is set on Jan. 7, 2026, and the related distribution date has not yet been determined. The Company anticipates that it will announce such information on or before Jan. 7, 2026.

Datavault AI currently anticipates that the terms of the dividend and the warrants to be distributed in connection therewith will include:

• Eligible Participants: All record and beneficial holders of Datavault AI common stock and holders of certain other equity securities of Datavault AI (with contractual rights to participate in the dividend) as of the record date are expected to be eligible to participate in the dividend, at no cost.
• Dividend Ratio: Each eligible participant is expected to be entitled to receive one (1) warrant to purchase one (1) share of Datavault AI common stock for every sixty (60) shares of Datavault AI common stock owned by such participant (or deemed to be owned by such participant in the case of other equity securities of Datavault AI for purposes of determining such holder’s right to participate in any such dividend), in each case as of the record date, rounded up to the nearest whole number of warrants. No fractional warrants will be distributed.
• Exercise Price: The warrants are expected to have a striking price of $5.00 per share of Datavault AI common stock (subject to adjustment for recapitalizations, stock splits, stock dividends and similar types of transactions). Datavault AI currently anticipates that the warrants will be exercisable only for cash consideration.
• Term: The warrants are expected to be exercisable at any time (subject to certain conditions) following the distribution date until they expire on the one (1) year anniversary of the distribution date.
• Exercise Conditions: The warrants are expected to be exercisable only by holders holding at least one Dream Bowl Meme Coin II token in a digital wallet with the Company as of the applicable exercise time of such warrants (which ownership will be subject to verification by the Company). This condition and any other conditions to the exercise of the warrants are expected to be set forth in a warrant agreement that the Datavault AI expects to file with the Securities and Exchange Commission (the “SEC”) on or prior to the distribution date.
  
  

The Company announced the record date to be on Jan. 7, 2026, and the related distribution date for the dividend has not been determined by the board of directors of Datavault AI (the “Datavault Board”) and that the warrants will be governed by a warrant agreement that the Company expects to file with the SEC on or prior to the distribution date.

It is also anticipated that, once determined by the Datavault Board, the record date for the dividend may be changed by the Datavault Board for any reason at any time prior to the distribution date, and distribution of the warrants will be conditioned upon the Datavault Board not having revoked the dividend prior to the distribution date, including for a material change to the solvency or surplus analysis presented to the Datavault Board.

The final terms and conditions of the foregoing dividend and warrants to be distributed in the dividend will be subsequently announced by the Company after the Datavault Board formally declares the proposed dividend and sets the record date and distribution date.

No Offer or Solicitation

This Press Release shall not constitute an offer to sell or the solicitation of an offer to buy, 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. 

The distribution of the warrants in connection with the proposed dividend has not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), as the distribution of a warrant for no consideration does not constitute a sale of a security under Section 2(a)(3) of the Securities Act. A Form 8-A registration statement and prospectus supplement describing the terms of the warrants will be filed on or before the distribution date with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Holders should read the prospectus supplement carefully, when available, including the Risk Factors section 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 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, whether Datavault AI will proceed with the potential dividend distribution of warrants and Datavault AI’s expectations regarding the terms and/or timing thereof (including that the Datavault Board may change the record date and/or the distribution date), the anticipated timing for announcement by Datavault AI of the record date and the distribution date, the anticipated exercise price, exercise conditions and expiration date of the warrants, the acceptance for trading of the warrants on The Nasdaq Stock Market LLC, and the existence of a market for and the future trading price of the warrants, 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: risks related to legal proceedings that may be instituted against Datavault regarding the warrants and the dividend distribution thereof to Datavault AI’s eligible equity holders; risks associated with the right of the Datavault Board to change the record date and the distribution date, and/or to revoke the dividend prior to the distribution date; changes in economic, market, or regulatory conditions; uncertainties regarding valuation methodologies and third-party reports; risks relating to evolving regulatory frameworks applicable to tokenized assets; 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 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.

Investor Inquiries:

ir@dvlt.ai

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FAQ

What is Datavault AI's record date for the proposed warrant dividend (DVLT)?

The record date is Jan. 7, 2026 for eligibility to receive the proposed warrants.

How many warrants will DVLT shareholders receive per share owned?

Each eligible holder is expected to receive one warrant per 60 shares owned, rounded up to whole warrants.

What is the expected exercise price and term for DVLT warrants?

The warrants are expected to have a $5.00 exercise price and expire one year after the distribution date.

Are there any special conditions to exercise the DVLT warrants?

Yes — exercise is expected to require holding at least one Dream Bowl Meme Coin II token in a Datavault wallet, subject to verification.

Will Datavault AI file documentation about the warrants with the SEC (DVLT)?

Yes — the company expects to file a warrant agreement, Form 8-A registration, and prospectus supplement with the SEC on or before the distribution date.

Will the DVLT warrant distribution cost shareholders anything upfront?

The warrants are expected to be distributed at no cost to eligible participants, though exercise requires cash.