Datavault AI sets $0.0632 convertible note floor

The amendment bars adjustments under Section 9 from reducing the note’s Fixed Price below $0.0632, subject to specified corporate-action adjustments.

Rhea-AI Filing Summary

Datavault AI Inc. amended its $25,030,000 convertible promissory note with Streeterville Capital, LLC, establishing a $0.0632 Nasdaq Floor Price. The floor price equals 20% of the Nasdaq Minimum Price determined immediately before the note was issued.

Under the amendment, adjustments to the note’s Fixed Price cannot reduce it below the floor price. The floor price is subject to adjustment for specified events after the amendment’s effective date, including stock splits, stock dividends and recapitalizations. Other note provisions remain unchanged.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Original note principal: $25,030,000 Nasdaq Floor Price: $0.0632 Floor-price calculation: 20%

3 metrics

Original note principal $25,030,000 Convertible promissory note issued August 18, 2026

Nasdaq Floor Price $0.0632 Minimum Fixed Price after adjustments under the note

Floor-price calculation 20% Of the Nasdaq Minimum Price determined immediately preceding issuance of the note

Key Terms

Convertible Promissory Note, Nasdaq Floor Price, Nasdaq Minimum Price, Fixed Price

4 terms

Convertible Promissory Note financial

"that certain Convertible Promissory Note"

A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.

Nasdaq Floor Price financial

"establish a floor price of $0.0632"

Nasdaq Minimum Price financial

"20% of the Nasdaq Minimum Price"

A Nasdaq minimum price is the lowest share price a company must maintain to meet listing rules on the Nasdaq stock market, similar to a height requirement that determines whether someone can stay on a ride. If a stock falls below that threshold for a sustained period, the company can be warned or removed from the exchange, which can reduce investor liquidity, increase trading costs and signal potential financial trouble.

Fixed Price financial

"no adjustment to the Fixed Price"

A fixed price is a set, non‑changing amount assigned to a security, asset, product or offering that does not vary with market bids or negotiation during the sale period. For investors it matters because it removes price uncertainty—like a store tag telling you the cost up front—so buyers can plan cash needs and compare value without worrying that the price will move during the transaction.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did DVLT change in its convertible note?

Datavault AI amended the note to set a $0.0632 Nasdaq Floor Price and prevent adjustments to the Fixed Price from reducing it below that floor. The floor equals 20% of the Nasdaq Minimum Price determined immediately before the note was issued.

What events can adjust DVLT’s Nasdaq Floor Price?

The floor price is subject to adjustment for a reverse or forward stock split, stock dividend, stock combination, recapitalization, reclassification or similar transaction occurring after the amendment’s effective date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/15/2026 - 04:02 PM EDT Accepted by SEC EDGAR 10/15/2026 - 04:01 PM EDT Learn about SEC filing dates

false 0001682149 0001682149 2026-10-15 2026-10-15 iso4217:USD xbrli:shares iso4217:USD 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): October 15, 2026

Datavault AI Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-38608		30-1135279
(State of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

One Commerce Square, 2005 Market Street, Suite 2400, Philadelphia, PA	19103
(Address of Principal Executive Offices)	(Zip Code)

(408)-627-4716

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or former address if changed from 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 (see General Instruction A.2. below):

¨ 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 1.01 Entry into a Material Definitive Agreement.

On October 15, 2026, Datavault AI Inc. (the “Company”) entered into Amendment No. 1 (the “Amendment”) to that certain Convertible Promissory Note, dated August 18, 2026 (the “Note”), issued by the Company to Streeterville Capital, LLC (the “Investor”), in the original principal amount of $25,030,000. The Note was issued pursuant to that certain Securities Purchase Agreement, dated August 18, 2026, between the Company and the Investor.

Pursuant to the Amendment, the Company and the Investor amended the Note to establish a floor price of $0.0632 (the “Nasdaq Floor Price”), which is equal to 20% of the Nasdaq Minimum Price determined immediately preceding the issuance of the Note, subject to adjustment for any reverse or forward stock split, stock dividend, stock combination, recapitalization, reclassification or other similar transaction occurring after the effective date of the Amendment. The Amendment further provides that no adjustment to the Fixed Price pursuant to Section 9 of the Note will reduce the Fixed Price below the Nasdaq Floor Price.

Except as expressly amended by the Amendment, all provisions of the Note remain unchanged and in full force and effect.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
4.1		Amendment No. 1 to Convertible Promissory Note, dated October 15, 2026, by and between Datavault AI Inc. and Streeterville Capital, LLC
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: October 15, 2026	DATAVAULT AI INC.
	By:	/s/ Nathaniel Bradley
		Name:	Nathaniel Bradley
		Title:	Chief Executive Officer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-4.1 EXHIBIT 4.1 13.8 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB