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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):
April 17, 2026
MYSEUM.AI, INC.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-40729 |
|
47-2502264 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I. R. S. Employer
Identification No.) |
65 Church Street, Suite 230
New Brunswick, NJ 08901
(Address of principal executive offices, including
ZIP code)
(732) 374-3529
(Registrant’s telephone number, including
area code)
N/A
(Former name or former address, if changed since
last report)
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, $0.0001 par value |
|
MYSE |
|
The Nasdaq Stock Market LLC |
| Series A Warrants, each warrant exercisable for one share of Common Stock at an exercise price of $49.80 |
|
MYSEW |
|
The Nasdaq Stock Market LLC |
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)) |
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 5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 17, 2026, the
Compensation Committee of the Board of Directors of Myseum.AI, Inc. (f/k/a Myseum, Inc. and DatChat, Inc.) (the “Company”)
approved a salary increase for Chief Technology Officer, Peter Shelus. Effective April 17, 2026, Mr. Shelus’ annual salary
increased from $275,000 to $350,000.
Item 8.01 Other Events.
On April 17, 2026, the
Company issued a press release announcing that it has been accepted into the AMD AI Developer Program by Advanced Micro Devices. A copy
of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
On April 23, 2026, the
Company filed Amendment No. 1 to the prospectus supplement dated February 6, 2026 and filed with the Securities and Exchange Commission
on February 6, 2026 for an additional $2,754,500 of shares of the Company’s common stock, par value $0.0001 per share (the “Common
Stock”) that may be issued and sold under the Sales Agreement with The Benchmark Company, LLC ("Benchmark"), dated February
10, 2025, as amended by that certain First Amendment to Sales Agreement dated February 6, 2026 (as amended, the "Sales Agreement").
A copy of the legal opinion as to the legality of the $2,754,500 of shares of Common Stock issuable under the Sales Agreement and covered
by the prospectus supplement, as amended, is filed as Exhibit 5.1 attached hereto.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit No. |
|
Description of Exhibit |
| 5.1 |
|
Opinion of Sheppard Mullin Richter & Hampton LLP |
| 23.1 |
|
Consent of Sheppard Mullin Richter & Hampton LLP (included in Exhibit 5.1) |
| 99.1 |
|
Press release dated April 17, 2026 |
| 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: April 23, 2026 |
MYSEUM.AI, INC. |
| |
|
| |
/s/ Darin Myman |
| |
Darin Myman |
| |
Chief Executive Officer |
2
Exhibit 99.1
Myseum.AI Accepted into Advanced Micro Devices
AI Developer Program
Company featured as a “Next Super Stock”
by Wall Street Reporter
CEO Darin Myman discusses AI platform innovations,
user growth, and Picture Party platform
NEW BRUNSWICK, N.J., April 17, 2026 – Myseum.AI, Inc. (Nasdaq:
MYSE) (“Myseum.AI” or the “Company”), a privacy-first social media and technology innovator, today announced that
it has been accepted into the AMD AI Developer Program by Advanced Micro Devices, facilitating access to AMD Developer Cloud credits,
advanced tools, training and community resources designed to support and accelerate artificial intelligence development.
The Company also announced that CEO Darin Myman was interviewed by
the Wall Street Reporter as a “Next Super Stock.” The interview is available at wallstreetreporter.com.
Darin Myman, CEO of Myseum.AI, commented, “Just days ago, we
announced the Company’s name change to Myseum.AI, a strategic rebrand that encompasses our core AI-driven platform technologies.
Recognition and acceptance into the AMD AI Developer Program reinforces our commitment to AI innovation as a core premise of our Company’s
value proposition and a key driver of growth and expansion.”
About Myseum.AI, Inc.
Myseum.AI, formerly DatChat Inc., is a privacy-focused AI and social
media technology company developing innovative platforms for secure digital sharing and storage. Its flagship platform, Picture Party,
is a next-generation patented instant social networking experience designed to make it easier, more fun and private to share. The platform
enables users to create curated albums, build encrypted galleries with controlled access, personalize their content feeds, and organize
collections within a broader digital ecosystem. Picture Party by Myseum.AI is currently available at the iOS app store and Google Play
store, with a desktop version expected later this year.
Built on patented technology and proprietary software, Picture Party
is an instant private social network for any occasion designed to make it easier, more fun and private to share. The platform enables
individuals, families and groups to securely store and share messages, photos, videos within a private, multi-layered digital library,
with a focus on privacy, control and long-term accessibility. The Company also operates DatChat Messenger & Private Social Network,
which extends this focus on privacy by giving users greater control over their communications, including the ability to determine how
long messages can be viewed, delete messages or entire conversations after sending, prevent screenshots and protect encrypted content
stored on devices, all while maintaining a familiar messaging experience. For more information, visit myseum.ai..
Notice Regarding Forward-Looking Statements
The information contained herein includes forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as
amended. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events
or conditions, and include words such as "may," "will," "should," "would," "expect,"
"plan," "believe," "intend," "look forward," and other similar expressions among others. These
statements relate to future events or to the Company's future financial performance, and involve known and unknown risks, uncertainties
and other factors that may cause the Company's actual results to be materially different from any future results, levels of activity,
performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking
statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company's
control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking
statement reflects the Company's current views with respect to future events and is subject to these and other risks, uncertainties and
assumptions relating to the Company's operations, results of operations, growth strategy and liquidity. More detailed information about
the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company's most recent
Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. Investors and security holders are urged to
read these documents free of charge on the SEC's website at https://www.sec.gov. Except as may be required by applicable law, The Company
assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results
could differ materially from those anticipated in these forward-looking statements, whether as a result of new information, future events
or otherwise.
Investor Contact
ir@datchats.com
800-658-8081