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:
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. ¨
Datavault AI Inc. (“Datavault”) is
providing 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 at least $30.0
million, compared to $2.7 million for the fiscal year ended December 31, 2024, representing growth of more than 1,000%.
On February 5, 2026, Datavault issued a press
release that included 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.
(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 Chief Executive Officer and President Issues Letter to Stockholders Highlighting 2025 Accomplishments and Outlook for 2026
Feb
5, 2026 6:00am EST
| · | Datavault
AI signed $49M of Tokenization and Technology Licensing agreements
in Q4'25 that impact FY2025 and FY2026 Revenue. |
| · | Revenue: Datavault
AI expects at least $30 million in revenue for FY2025, compared to $2.7
million in FY2024. This represents an increase of more than 1,000% growth in our revenue
over 2024. |
| · | The
Company continues to expand to drive substantial near- and long-term accretion to our cash
flows and earnings with a revenue target for 2026 of at least $200 million. |
PHILADELPHIA,
PENNSYLVANIA / ACCESS Newswire / February 5, 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 issued a letter from Nathaniel Bradley, its Chief Executive Officer, to its stockholders
highlighting the Company's accomplishments in 2025 and its outlook for 2026.
A
MESSAGE FROM OUR CHIEF EXECUTIVE OFFICER
Dear
Datavault AI Stockholders,
I
would like to express my deepest gratitude for your unwavering support, patience, and invaluable feedback throughout the transformative
year in 2025. It is our hope that this communication serves as both a reflection on Datavault AI's significant strides in the
past year and an insightful preview into the challenges and opportunities that lie ahead in 2026.
Our
guiding principle has always been and remains to expand national rollouts and support additional customer deployments that benefit from
secure communications, secure storage, near-edge compute, and secure data processing. As coverage scales across the U.S., the Company
expects the combined infrastructure footprint to help accelerate trusted tokenization, exchange, and valuation workflows by placing cybersecure
edge nodes closer to where data is generated and decisions are made. We are committed to lead the way in AI driven data experiences,
valuation and monetization of assets in the Web 3.0 environment.
As
we continue to navigate the complexities of the AI landscape, your role as stockholders in this journey is invaluable. Thank you for
being an integral part of our mission and for your unwavering belief in our vision. Together, we are not just witnessing, but actively
shaping, a pivotal chapter in AI history.
2025
Accomplishments
We
accomplished all of the goals that we set at the beginning of 2025, including:
| · | Integrated
WiSA E wireless multichannel audio software into Sagemcom's latest Video Soundbox (VSB) set-top
box platform, with global shipments commencing in December 2024. The cutting-edge
WiSA E software enables the all-in-one audio/video VSB to deliver an innovative and immersive
home entertainment experience. With WiSA E, consumers can enjoy Dolby Atmos® audio transported
wirelessly to external speakers, elevating their audio experience to new heights. SoundSend
E Transmitter offers Dolby Atmos decoding, HDMI ARC/eARC connectivity and app-based control.
Launched mobile applications -including WiSA Certification, Express, and Connect-designed
to streamline product development, simplify speaker setup, and enhance end-user control.
The wireless audio market is forecasted to reach $154 billion by 2030 at a CAGR
of 17.3%, according to Verified Market Reports (as of March 2025). |
| · | Twinstitute
and The Digital Twin are one of the industry-first platforms that enable the creation of
virtual digital twins and individualized voice fonts, supporting next-generation NIL monetization
and a broad range of additional applications. Industry reports estimate
the global digital twin market could reach around $195.4 billion by 2030, exhibiting
robust growth driven by adoption across multiple sectors |
| · | Demonstrated
DVHolo's advanced holographic media solution for real-time applications across live events,
brand promotions, and virtual meetings, highlighting its potential to enhance audience interaction
and engagement. The global holographic display market is expected to expand to more than $31
billion by 2033 at a 23.8% CAGR. |
| · | Signed
a multi-year commercial and intellectual property (IP) licensing agreement with NYIAX, a
pioneer in transparent trading technology built on the Nasdaq financial framework. This partnership
is expected to integrate Datavault AI's patented Information Data Exchange®
(IDE) and award-winning Data Vault® platform with NYIAX's cutting-edge blockchain exchange
technology. The collaboration is anticipated to leverage NYIAX's capabilities, enabling businesses
to scale, list, price, and trade data and digital assets efficiently, creating new revenue
opportunities. With the increasing recognition of data as a strategic financial asset, this
partnership would provide businesses with the infrastructure to monetize data in a secure
and scalable environment, bridging the gap between data valuation and liquidity. The global
data monetization market is expected to exceed $700 billion by 2025, according
to a business intelligence study by Transparency Market Research. With Available Infrastructure
supporting the integration of SanQtum AI Enterprise Units directly into Datavault AI's patented
Information Data Exchange® (IDE), DataScore®, and DataValue® AI agents, the Company
is positioned to participate in this expanding market. Operating within SanQtum's private,
quantum-resistant edge environment, the platform allows real-time data scoring, tokenization
at birth, and enterprise-grade AI processing without reliance on public cloud infrastructure.
The Company intends to roll out the solution to 100 cities across the contiguous United
States in 2026. |
| · | The U.S.
Patent and Trademark Office (USPTO) granted Notices of Allowance and issuances for nine
patents held by the Company, headlined by its industry-defining Carbon Credit Tokenization
Patent (Appl. No. 17/874,069, Allowance: 6/20/2025). The Carbon Credit Tokenization
Patent pioneers a scalable stablecoin AI-driven blockchain platform for generating, trading,
and monetizing carbon credits. When integrated with the NYIAX Nasdaq financial framework,
the technology behind this patent is intended to enable transparent, secure, and compliant
stablecoin-backed exchanges, which Datavault AI will create a new asset class that
redefines environmental and financial ecosystems. Secured $150 million strategic
investment from Scilex Holding Company (Nasdaq: SCLX) ("Scilex") to build a supercomputer. |
| · | Signed
a strategic partnership with Max International AG as its licensed partner. This
collaboration would deploy and manage a Switzerland-based Swiss Digital RWA Exchange
aimed at maximizing the advantages presented by Switzerland's robust digital regulatory
frameworks. Switzerland is the home of SIX Digital Exchange (SDX)-NASDAQ's long
standing technological ally for digital asset infrastructure, the world's leading exchange
for digital assets. Zurich, Switzerland's financial powerhouse amplifies the platform's
scale: Handling over 70% of global gold refining and trading, it provides an ideal gateway
for RWA tokenization. Datavault AI's global patent portfolio-covering secure data
tokenization, digital twins, and automated compliance across U.S., Europe, and Asia-ensures
proprietary enforcement within this regulated ecosystem, enabling tamper-proof, scalable
trades. |
| · | Signed
a worldwide exclusive license, with the right to sublicense, to Scilex , for Datavault
AI's proprietary AI-driven technology. This license is tailored for use within the biotech
and biopharma industry, enabling Scilex to create and operate a Biotech Exchange platform. |
| · | By
leveraging Datavault AI's advanced data platforms, Scilex intends to facilitate
secure tokenization, trading, and monetization of biotech assets, including genomic and DNA
data, diagnostic and therapeutic products, genetic information, and drug data. This agreement
with Scilex represents a major advancement in commercializing biotech innovations and builds
directly on Datavault AI's established expertise in high-performance computing
and data-driven solutions. |
| · | Datavault
AI estimates a potential opportunity to tokenize approximately $2.0 trillion in
pharmaceutical drug sales and diagnostic sales. Datavault AI also sees tokenization
on such exchange platforms as an alternative for companies to secure non-dilutive funding
for developing and commercializing diagnostic and therapeutic products. |
| · | Signed
a multi-million dollar tokenization services agreement with Triton Geothermal ("Triton"). Datavault
AI would receive up to $8 million in tokenization fees associated with an
anticipated digital token offering with a projected gross value of approximately $125
million. Datavault AI would receive continuing participation equal to five percent
of all digital token transaction fees collected by Triton following the offering. |
| · | Signed
a $7 million minting deal and a 30% perpetual royalty partnership with Tanzania-based MTB
Mining Limited ("MTB"), setting the stage for the first major step forward
in modernizing how mineral resources are verified, documented, and brought into global commerce
with a unified transaction ledger. Under Datavault AI's patented Sumerian®
technology, rare earth minerals are being transformed into verified, traceable, digitized
assets to be traded on the forthcoming International Elements Exchange™. Through its
alliance with Datavault AI, MTB's resources are entering the global marketplace in digital
form. Each unit of copper, gold, tin, or diamond will carry verified proof of origin, ownership,
and value. |
| · | Datavault
AI and The Dream Bowl set the world's first tokenized autograph session and memorabilia
and Datavault AI expects to be able to monetize [the Dream Bowl meme coins / tokens]
in Datavault AI's International NIL Exchange in 2026. |
| · | In
the Dream Bowl event, 30+ former NFL star players from different NFL Teams provided autographs
on-site on up to 3,000 The Dream Bowl memorabilia items such as helmets, footballs, jerseys,
and live-autographs by Notable Live potential. Autographed memorabilia items were anchored
by Prova & Sumerian technologies. |
| · | Digital
tokens anchored to real The Dream Bowl autographed memorabilia items will be awarded by lottery
to holders of the original Dream Bowl Meme Coin token (the "Dream Bowl Meme
Coin I") and these tokens are expected to trade on Datavault AI's forthcoming
International NIL Exchange in 2026. |
| · | Datavault
AI is targeting to unlock the multi-billion dollar data monetization markets through
AI driven data monetization in over 100 cities across the United States starting
second half of 2026. |
| · | On
target to have fully operational nodes across 100+ cities nationwide in the second half of
2026 with a long term potential to generate $2.0 billion to $3.0 billion. |
| · | New
York and Philadelphia edge network activation positions Datavault AI to
capture significant share of insurance and financial sectors, healthcare industry and enterprise
opportunities with combined market [revenue] potential of $4.0 billion annually. |
| · | With
the full deployment of Datavault AI's nodes across 100+ cities throughout the
United States, it is estimated that the market potential on average per U.S. city
of $1.0 billion with an aggregate over $100 billion annually. |
| · | The
lessons learned from the challenges we faced as a company in 2025 have positioned us for
incredible opportunities in 2026, as the team has laid the foundation for the execution of
a commercially appealing strategy which will transform how Datavault AI is viewed
on the world stage. We are determined to continue to expand to drive substantial near- and
long-term accretion to our cash flows and earnings. As we look beyond our immediate goals,
it's important to recognize the foundational beliefs that have guided the creation and growth
of our company. The pace at which a company moves is a key determinant of success. By focusing
on projects with a higher likelihood of success, a firm cannot only innovate but also realize
quicker returns and greater market impact. There are many challenges that we have to overcome
before our goals can become reality, but we know that we have a valuable and important role
to play in the AI industry. Our focus is on fostering robust relationships with all stakeholders,
including shareholders, collaborators, customers, and suppliers. |
In
closing, my heartfelt thanks go to the remarkable team at Datavault AI. Your unwavering dedication, creativity, and resilience are
the driving forces behind our success. To our partners, customers, suppliers, our stockholders, and our dedicated board members: thank
you for your confidence in us as we continue to forge ahead with our mission.
Best
Regards,Nathaniel BradleyChief Executive Officer
Ir@dvlt.aiDatavault
AI, Inc.
About Datavault
AI
Datavault
AITM (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 market growth, the timing, scope and expected benefits of the anticipated national
rollout of the Company's secure high-performance data processing capabilities across 100 cities throughout the contiguous Unites States,
anticipated customer adoption of and use cases (including tokenization, data exchange and valuation) for Datavault AI's products
and services, the expected operational, technical and commercial outcomes of the Company's commercial strategy, and the anticipated benefits
of Datavault AI's commercial partnerships and/or collaborations, including, without limitation, with NYIAX, Available Infrastructure,
Scilex, Max International AG, Triton, MTB and The Dream Bowl, 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; the performance, timing or success of the deployment of the Company's secure high-performance
data processing capabilities and ability to turn raw data into tradeable assets; uncertainties regarding valuation methodologies and
third-party reports; 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.
Industry
and Market Data
Within
this press release, we reference information and statistics regarding the market for our products. We have obtained some of this information
and statistics from various independent third-party sources, including independent industry publications, reports by market research
firms and other independent sources. Some data and other information contained in this press release are also based on management's estimates
and calculations, which are derived from our review and interpretation of internal surveys and independent sources. Data regarding the
industries in which we compete and our market position and market share within these industries are inherently imprecise and are subject
to significant business, economic and competitive uncertainties beyond our control, but we believe they generally indicate size, position
and market share within this industry. While we believe such information is reliable, we have not independently verified any third-party
information. While we believe our internal company research and estimates are reliable, such research and estimates have not been verified
by any independent source. In addition, assumptions and estimates of our and our industries' future performance are necessarily subject
to a high degree of uncertainty and risk due to a variety of factors. These and other factors could cause our future performance to differ
materially from our assumptions and estimates. As a result, you should be aware that market, ranking and other similar industry data
included in this press release, and estimates and beliefs based on that data, may not be reliable.
Trademarks, Trade
Names, Service Marks and Copyrights
We
own or have rights to use various trademarks, tradenames, service marks and copyrights, which are protected under applicable intellectual
property laws. This press release also contains trademarks, tradenames, service marks and copyrights of other companies, which are, to
our knowledge, the property of their respective owners. Solely for convenience, certain trademarks, tradenames, 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, tradenames, service marks and copyrights. We do not intend our use or display of other parties' trademarks, tradenames,
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.
SOURCE: Datavault
AI Inc