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).
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. ¨
The information under Item 7.01 of this Current Report on Form 8-K
is incorporated by reference in this Item 2.02.
On August 19, 2026, Datavault AI Inc. (“Datavault”)
issued a press release announcing the results for the second quarter ended June 30, 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.
(d) Exhibits.
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.
Exhibit 99.1
Datavault AI
Reports Second Quarter 2026 Financial Results and Provides Business Update Highlighting Progress Toward Commercialization of Tokenization
and Data Monetization Platforms
Datavault AI reiterates
its full-year 2026 revenue target of at least $200 million
Video
demonstrations of the Company’s exchange platforms are available online: Click Here
Q2 2026 Revenue
increased 287% compared to Q2 2025
Strengthened leadership
with the appointments of cybersecurity veteran Barry Childe as Chief Information Security Officer and Dean Becker as Chief Licensing
Officer
PHILADELPHIA,
PA – August 19, 2026 – Datavault AI Inc. (“Datavault AI” or
the “Company”) (NASDAQ: DVLT), an Artificial Intelligence Platform (“AIP”) company providing data monetization,
credentialing, digital engagement, real-world asset (“RWA”) tokenization and spatial audio technologies, today reported financial
results for the second quarter ended June 30, 2026, and provided an update on the Company’s strategy to assemble and vertically
integrate the infrastructure required to support the commercialization of its data monetization and tokenization platforms.
“Over
the past few months, we made significant progress assembling the technology, infrastructure and strategic capabilities required to bring
Datavault AI’s platform to market at scale,” said Nathaniel Bradley, Chief Executive Officer of Datavault AI. “With
the NYIAX acquisition completed and the acquisition of CyberCatch under definitive agreement, the continued buildout of SanQtum and several
other commercial programs underway, we believe the foundation of our platform is taking shape. Each component of our integrated technology
ecosystem serves a distinct role: NYIAX is expected to provide exchange infrastructure and IP; CLEAR provides identity and credentialing;
Fiserv provides payments and settlement capabilities; IBM watsonx is our AI infrastructure; Available
powers our distributed edge-computing network, and CyberCatch is expected to strengthen security and compliance.”
“These partnerships were never
intended to operate independently,” Mr. Bradley continued. “Together, they form an integrated ecosystem. With the core
platform buildout well underway, our focus for the second half of 2026 shifts to execution: launching our exchanges, scaling SanQtum
and converting our contracted opportunities into commercial activity and recognized revenue.”
Business Highlights
| · | Completed
the acquisition of NYIAX, the Company's fifth owned exchange which adds programmatic, blockchain-based
ad-contract infrastructure to the Information Data Exchange® |
| · | Entered
into a definitive agreement to acquire CyberCatch Holdings, Inc., with the proposed
acquisition expected to integrate AI-enabled cyber-risk mitigation and quantum-resistant
security natively into the SanQtum edge platform |
| · | Advanced
its collaboration with Fiserv to integrate Datavault AI’s patented data monetization
and tokenization technologies with Fiserv’s financial technology infrastructure |
| · | Continued
nationwide build-out of its quantum-ready GPU edge network with Available Infrastructure,
following the initial New York and Philadelphia deployments |
| · | Expanded
sports and entertainment monetization initiatives through athlete and legacy licensing relationships,
including Tyson Fury, Roberto Clemente, Darryl Strawberry and Dwight “Doc” Gooden |
| · | Entered
into an agreement with Perpetuals.com designed to provide international secondary-market
access for tokenized RWAs, and advanced its strategic minerals initiative with Patriot Strategic
Metals |
| · | Announced
plans to tokenize Available Infrastructure’s Project Qestrel |
SanQtum Infrastructure
Expansion and Project Qestrel
During the second
quarter, Datavault AI advanced its partnership with Available Infrastructure to build out its SanQtum-powered edge AI infrastructure.
SanQtum provides the secure, distributed computing layer supporting Datavault AI's broader platform, combining zero-trust networking,
quantum-resilient security, high-performance GPU compute and AI inference at the edge. The Company's initial SanQtum deployments in New
York and Philadelphia are the first steps in a much broader planned nationwide network designed to bring secure compute closer to where
data is generated, valued, and monetized.
On
July 17, 2026, advancing this infrastructure strategy, Datavault AI announced the tokenization and monetization of Available Infrastructure’s
Project Qestrel, a planned nationwide fleet of 1,000 cybersecure, sovereign edge data centers across 100
U.S. cities and more than 30 states. Each Qestrel site is expected to use Available Infrastructure’s SanQtum technology stack,
including zero-trust networking, quantum-resilient encryption, high-performance computing and edge AI inference.
Datavault AI intends
to use its patented tokenization technology and Information Data Exchange® platform to create $QEST utility tokens representing access
and usage rights to compute capacity across the Project Qestrel network.
Q2-2026 Consolidated
Results
Revenue for the three months ended June 30, 2026
was $6.7 million, an increase of $5.0 million, or 287%, from $1.7 million for the three months ended June 30, 2025.
Gross profit for the three months ended June 30,
2026 was $2.9 million, compared to $35,000 for the three months ended June 30, 2025.
Research and development expenses were $7.2 million,
an increase of $3.0 million from $4.2 million for the three months ended June 30, 2025.
Sales and marketing expenses were $7.2 million,
an increase of $5.5 million from $1.7 million for the three months ended June 30, 2025.
General and administrative expenses were $14.9
million, an increase of $8.4 million from $6.5 million for the three months ended June 30, 2025.
2026 Outlook
Datavault AI is
reiterating its previously announced full-year 2026 revenue target of at least $200 million (approximately 400% growth rate year over
year).
Today’s Datavault AI’s Second
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 August 19, 2026,
to discuss the Company’s results and answer investor questions.
Conference Call
and Webcast Information
| · | Date:
Wednesday, August 19, 2026, at 8:30 a.m. ET |
| · | 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 |
| · | Webcast
Access: Click Here |
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 AI Inc.
(Nasdaq: DVLT) is an Artificial Intelligence Platform (“AIP”) company focused on transforming data and real-world assets
into intelligent, secure and monetizable digital assets. The Company’s integrated platform combines artificial intelligence, an
AI-driven inference layer, data valuation, tokenization, cybersecurity, high-performance computing and exchange technologies to support
the lifecycle of data and digital assets—from identification and valuation through tokenization, commercialization and monetization.
Datavault AI operates through two synergistic
divisions: Data Science and Acoustic Science. The Data Science division includes the Company’s patented Data Vault®, DataValue®,
and DataScore® technologies, together with its cybersecurity, tokenization and exchange capabilities. The Acoustic Science division
includes WiSA®, ADIO® and related spatial audio and data-over-sound technologies, as well as the Company’s events and experiential
media businesses, including CompuSystems, Inc., operated under the Event Citadel brand, and API Media Innovations Inc.
Together, these
capabilities form an integrated AI platform designed to connect data, intelligence, value and markets, enabling enterprises, institutions
and asset owners to identify, protect, value and monetize data and real-world assets.
The
Company is headquartered in Philadelphia, PA. For more information, visit www.dvlt.ai. Investor
information is available at ir.datavaultsite.com. Technology news and insights are published at dvlt.ai/insights.
Trademarks,
Trade Names, Service Marks and Copyrights
We own or have
rights to use various trademarks, trade names, service marks and copyrights, which are protected under applicable intellectual property
laws. This press release also contains trademarks, trade names, service marks and copyrights of other companies, which are, to our knowledge,
the property of their respective owners. Solely for convenience, certain trademarks, trade names, service marks and copyrights referred
to in this press release may appear without the ©, ®, and ™ symbols, but such references are not intended to indicate,
in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensors
to these trademarks, trade names, service marks and copyrights. We do not intend our use or display of other parties’ trademarks,
trade names, service marks or copyrights to imply, and such use or display should not be construed to imply a relationship with, or endorsement
or sponsorship of us by, these other parties.
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 fiscal 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, our business opportunities and prospects, strategy and plans, future operations
and revenue expectations, future costs, future financial condition, objectives of management, licensing, co-development, collaboration
and/or strategic partnership initiatives, recent funding and/or equity investments, expected market growth and M&A activities, including
the pending acquisition of CyberCatch Holdings, Inc. (“CyberCatch”), statements regarding the expected benefits, synergies
and value creation from such acquisition, the anticipated timing of its closing, the ability to satisfy applicable closing conditions,
including, without limitation, any required stockholder approvals under applicable securities laws or the rules and regulations
of the applicable trading market, absence of any injunction or other law or order prohibiting such transaction, absence of pending litigation
challenging or seeking to restrain such transaction, execution and delivery of key-party agreements, and required employee and consultant
waivers and replacement offer letters, the anticipated integration of NYIAX and CyberCatch, the proposed issuance, timing and listing
of $QEST utility tokens and the expectation that the total tokenized value of the Project Qestrel program will exceed $1 billion, the
completion of the proposed nationwide buildout of SanQtum and Project Qestrel, and the expected impact of the foregoing transactions,
initiatives or arrangements on the Company’s business, operations, financial condition and results of operations, 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; risks that the
CyberCatch acquisition may not be completed on the anticipated terms or timeline, or at all; risks that the anticipated benefits, synergies
or value creation from the acquisition of NYIAX and/or the pending acquisition of CyberCatch will not be realized or will not be realized
within the expected timeframe; risks associated with integrating NYIAX, and/or CyberCatch; risks that management’s attention and
resources will be diverted from existing operations; the risk that anticipated exchange launches may be delayed or that contracted opportunities
may not convert into commercial activity and recognized revenue; the risk that the Company may be unable to issue or list $QEST tokens,
obtain required regulatory clearances or achieve the expected tokenized value for Project Qestrel; risks that the nationwide SanQtum
and Project Qestrel buildout will be delayed, not completed or not perform as expected; risks arising from dependence on third parties,
including Available Infrastructure; 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.
Investor Contact
Edward Barger
VP, Investor
Relations
ebarger@dvlt.ai
DATAVAULT AI
INC.
CONDENSED CONSOLIDATED
BALANCE SHEETS
(in thousands, except
share and per share data)
(unaudited)
| | |
June 30, 2026 | | |
December 31, 2025 | |
| Assets | |
| | | |
| | |
| Current Assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 1,400 | | |
$ | 2,004 | |
| Accounts receivable | |
| 3,598 | | |
| 888 | |
| Related party receivable | |
| 24,040 | | |
| 30,000 | |
| Unbilled accounts receivable | |
| 621 | | |
| 1,705 | |
| Inventories | |
| 942 | | |
| 636 | |
| Note receivable | |
| 1,900 | | |
| — | |
| Crypto assets | |
| 49,016 | | |
| 92,222 | |
| Deferred offering costs | |
| 5,245 | | |
| 5,500 | |
| Prepaid software license, current | |
| 8,084 | | |
| 7,759 | |
| Prepaid expenses and other current assets | |
| 40,115 | | |
| 2,159 | |
| Total current assets | |
| 134,961 | | |
| 142,873 | |
| Property and equipment, net | |
| 2,452 | | |
| 606 | |
| Intangible assets, net | |
| 100,235 | | |
| 94,816 | |
| Goodwill | |
| 27,285 | | |
| 19,135 | |
| Prepaid software license, noncurrent | |
| 5,158 | | |
| 6,956 | |
| Investments in non-marketable securities | |
| 1,892 | | |
| 4,300 | |
| Deposit for business combination | |
| — | | |
| 1,000 | |
| Other assets | |
| 4,659 | | |
| 5,018 | |
| Total assets | |
$ | 276,642 | | |
$ | 274,704 | |
| | |
| | | |
| | |
| Liabilities and Stockholders' Equity | |
| | | |
| | |
| Current Liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 9,705 | | |
$ | 10,832 | |
| Accrued liabilities | |
| 11,549 | | |
| 11,002 | |
| Due to related party | |
| 788 | | |
| 98 | |
| Short-term convertible note payable, related party | |
| 3,680 | | |
| 3,936 | |
| Short-term promissory notes | |
| 1,544 | | |
| 1,013 | |
| Total current liabilities | |
| 27,266 | | |
| 26,881 | |
| Convertible notes payable | |
| — | | |
| 5,917 | |
| Other liabilities | |
| 3,482 | | |
| 3,932 | |
| Total liabilities | |
| 30,748 | | |
| 36,730 | |
| Commitments and contingencies (Note 9) | |
| | | |
| | |
| Common stock, par value $0.0001; 2,000,000,000 shares authorized; 854,456,625 and 573,438,153 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively | |
| 87 | | |
| 59 | |
| Additional paid-in capital | |
| 764,408 | | |
| 615,360 | |
| Accumulated deficit | |
| (518,601 | ) | |
| (377,445 | ) |
| Total stockholders’ equity | |
| 245,894 | | |
| 237,974 | |
| Total liabilities and stockholders’ equity | |
$ | 276,642 | | |
$ | 274,704 | |
DATAVAULT AI
INC.
CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS
For the three and
six months ended June 30, 2026 and 2025
(in thousands, except
share and per share data)
(unaudited)
| | |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Live event production revenue | |
$ | 2,839 | | |
$ | 1,432 | | |
$ | 5,338 | | |
$ | 1,432 | |
| Consumer audio products, components, and other revenue, net | |
| 1,053 | | |
| 277 | | |
| 1,829 | | |
| 895 | |
| Consumer audio products and components, related party, net | |
| 316 | | |
| 26 | | |
| 457 | | |
| 37 | |
| Patent license revenue | |
| 2,509 | | |
| — | | |
| 2,509 | | |
| — | |
| Total net revenue | |
| 6,717 | | |
| 1,735 | | |
| 10,133 | | |
| 2,364 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cost of revenue, live events | |
| 3,278 | | |
| 1,396 | | |
| 6,073 | | |
| 1,396 | |
| Cost of revenue, consumer audio products, components, and other | |
| 557 | | |
| 304 | | |
| 1,067 | | |
| 864 | |
| Cost of revenue, patent license | |
| 4 | | |
| — | | |
| 4 | | |
| — | |
| Total cost of net revenue | |
| 3,839 | | |
| 1,700 | | |
| 7,144 | | |
| 2,260 | |
| Gross profit | |
| 2,878 | | |
| 35 | | |
| 2,989 | | |
| 104 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses: | |
| | | |
| | | |
| | | |
| | |
| Research and development | |
| 7,235 | | |
| 4,224 | | |
| 12,964 | | |
| 6,585 | |
| Sales and marketing | |
| 7,184 | | |
| 1,742 | | |
| 13,820 | | |
| 3,237 | |
| General and administrative | |
| 14,915 | | |
| 6,528 | | |
| 33,611 | | |
| 12,172 | |
| Total operating expenses | |
| 29,334 | | |
| 12,494 | | |
| 60,395 | | |
| 21,994 | |
| Loss from operations | |
| (26,456 | ) | |
| (12,459 | ) | |
| (57,406 | ) | |
| (21,890 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Interest expense, net | |
| (1,000 | ) | |
| (17,202 | ) | |
| (2,121 | ) | |
| (17,322 | ) |
| Change in fair value of 2025 Notes measured at fair value | |
| — | | |
| (8,804 | ) | |
| — | | |
| (8,804 | ) |
| Change in fair value of convertible note to related party measured at fair value | |
| — | | |
| 1,355 | | |
| — | | |
| 1,355 | |
| Loss on Crypto assets | |
| (8,094 | ) | |
| — | | |
| (25,050 | ) | |
| — | |
| Extinguishment of debt | |
| — | | |
| — | | |
| (1,725 | ) | |
| — | |
| Impairment of investments in non-marketable securities | |
| (56,372 | ) | |
| — | | |
| (58,906 | ) | |
| — | |
| Change in fair value of warrant liabilities | |
| 3,866 | | |
| 2 | | |
| 3,866 | | |
| 19 | |
| Other income/(expense), net | |
| 31 | | |
| (3 | ) | |
| 186 | | |
| (32 | ) |
| Loss before provision for income taxes | |
| (88,025 | ) | |
| (37,111 | ) | |
| (141,156 | ) | |
| (46,674 | ) |
| Provision for income taxes | |
| — | | |
| 5 | | |
| — | | |
| 5 | |
| Net loss attributable to common stockholders | |
$ | (88,025 | ) | |
$ | (37,116 | ) | |
$ | (141,156 | ) | |
$ | (46,679 | ) |
| Net loss per common share - basic and diluted | |
$ | (0.12 | ) | |
$ | (0.54 | ) | |
$ | (0.22 | ) | |
$ | (0.77 | ) |
| Weighted average number of common shares used in computing net loss per common share | |
| 727,623,511 | | |
| 68,174,418 | | |
| 651,345,981 | | |
| 60,968,158 | |
