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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):
February 17, 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. |
Datavault AI Inc. (“Datavault”) is
providing an update to certain preliminary unaudited financial results for the fiscal year ended December 31, 2025 based on currently
available information. Datavault’s independent auditor has not reviewed or audited these preliminary estimated financial results.
Datavault’s actual results may differ materially from these preliminary financial results. This preliminary financial data has been
prepared by and is the responsibility of Datavault. Datavault has not fully completed its review of these preliminary financial results
for the fiscal year ended December 31, 2025. Datavault estimates that gross revenue for the fiscal year ended December 31, 2025 was $38
to $40 million, compared to $2.7 million for the fiscal year ended December 31, 2024.
On February 17, 2026, Datavault issued a press
release that included an update to certain preliminary unaudited financial results for the twelve months ended December 31, 2025. 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 Item 2.02 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 February 17, 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: February 17, 2026 |
|
|
Exhibit
99.1
Datavault AI Updates Revenue Estimates by Approximately
30% at $38M to $40M
PHILADELPHIA, PENNSYLVANIA -- Feb. 17, 2026 -- Datavault AI
Inc. (NASDAQ: DVLT) ("Datavault AI" or the "Company"), a leader in data monetization, credentialing, digital engagement
and real-world asset (RWA) tokenization technologies, today announced its updated preliminary (unaudited) fiscal year 2025 revenue is
estimated to be $38 to $40 million, exceeding its prior estimate of $30 million by up to 33%. At its midpoint, estimated FY-25 revenue
represents approximately 1,300% growth year-over-year
The Company attributed this revenue growth to its customer tech-licensing
fees, and its Data Science Group’s tokenization and monetization services.
Further, Datavault AI reaffirmed its anticipated FY-26 revenue of $200
million, which, if achieved, would represent a year-over-year increase of 400% to 440%.
KEY FINANCIAL METRICS
FY 2025 (Preliminary, Unaudited):
• Estimated Revenue: $38-$40 million
• Prior Estimate: $30 million
• Incremental Change: +$8-$10 million (+27% to +33%)
• Midpoint: $39 million (+30% vs. prior estimate)
FY 2026 (Reaffirmed, Projections):
• Anticipated Revenue: $200 million
• Anticipated YoY Growth: +400% to +426%
• Anticipated Growth vs. Estimated FY 2025 Midpoint: 413%
The Company’s updated preliminary FY 2025 revenue marks a significant
acceleration in enterprise AI adoption and positions Datavault AI for exceptional growth scaling into 2026. The Company expects to deliver
at least $200 million in FY 2026 revenue – if achieved, this would represent a five-fold increase from FY 2025.
"Exceeding our earlier FY 2025 revenue estimate by 30%, at the
midpoint, while maintaining our ambitious $200 million target for FY 2026 reflects both the mission-critical nature of our platform and
the operational leverage we've built," said Nate Bradley, Datavault AI CEO. "As expected, we finished 2025 strong and are entering
2026 with our most robust, new business pipeline in company history with a relatively clear line of sight to our revenue objectives.
“2025 was marked by numerous new customer wins spanning a wide
spectrum of industries,” Mr. Bradley added. “Many of those customers were initially ‘testing the waters’ with
early engagement into enterprise AI, asset tokenization and monetization. We expect high rates of customer retention in 2026 and, going
forward, anticipate many will increase their engagement levels.”
Datavault AI plans to report its audited 2025 financials to the SEC
next month.
Important note
Datavault AI’s updated preliminary unaudited financial results
for the fiscal year ended December 31, 2025 are based on currently available information. Datavault AI’s independent auditor has
not reviewed or audited these preliminary estimated financial results. Datavault AI’s actual results may differ materially from
these preliminary financial results. This preliminary financial data has been prepared by and is the responsibility of Datavault AI. Datavault
AI has not fully completed its review of these preliminary financial results for the fiscal year ended December 31, 2025.
About Datavault AI Inc.
Datavault AI TM (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 Science and Data Science Divisions. Datavault AI's Acoustic Science Division
features WiSA ® , ADIO ® and Sumerian ® patented technologies and industry-first foundational spatial and multichannel wireless
HD sound transmission technologies with IP 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 cloud-based platform provides comprehensive solutions serving multiple industries,
including HPC software licensing for sports & entertainment, events & venues, biotech, education, fintech, real estate, healthcare,
energy and more. The Information Data Exchange ® (IDE) enables Digital Twins, licensing of name, image and likeness (NIL) by securely
attaching physical real-world objects to immutable metadata objects, fostering responsible AI with integrity. Datavault AI's technology
suite is completely customizable and offers AI and Machine Learning (ML) 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 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, anticipated revenues for 2025, projections of revenue growth into 2026, and the expected operational,
technical and commercial outcomes of the Company's commercial strategy, 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 the ability of Datavault AI to successfully implement its commercial partnerships, collaborations and/or strategies; 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,
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.
Media Inquiries
marketing@dvlt.ai
Investor Contact
ir@dvlt.ai