• Record date for the proposed dividend of warrants will be on Jan. 7, 2026
  • The warrants are expected to have a striking price of $5.00 per share of Datavault AI common stock (subject to adjustment for recapitalizations, stock splits, stock dividends and similar types of transactions)
  • Each eligible participant is expected to be entitled to receive one (1) warrant to purchase one (1) share of Datavault AI common stock for every sixty (60) shares of Datavault AI common stock owned by such participant and is required to open a wallet with Datavault.
     

PHILADELPHIA, Dec. 29, 2025 (GLOBE NEWSWIRE) -- Datavault AI Inc. (“Datavault AI” or the “Company”) (NASDAQ: DVLT), a leader in data monetization, credentialing, and digital engagement technologies, today announced that the Company intends to declare a special dividend distribution of warrants to holders of Datavault AI common stock and holders of certain other Datavault AI equity securities. The expected terms of the warrants are described below. The record date for such proposed dividend is set on Jan. 7, 2026, and the related distribution date has not yet been determined. The Company anticipates that it will announce such information on or before Jan. 7, 2026.

Datavault AI currently anticipates that the terms of the dividend and the warrants to be distributed in connection therewith will include:

  • Eligible Participants: All record and beneficial holders of Datavault AI common stock and holders of certain other equity securities of Datavault AI (with contractual rights to participate in the dividend) as of the record date are expected to be eligible to participate in the dividend, at no cost.
  • Dividend Ratio: Each eligible participant is expected to be entitled to receive one (1) warrant to purchase one (1) share of Datavault AI common stock for every sixty (60) shares of Datavault AI common stock owned by such participant (or deemed to be owned by such participant in the case of other equity securities of Datavault AI for purposes of determining such holder’s right to participate in any such dividend), in each case as of the record date, rounded up to the nearest whole number of warrants. No fractional warrants will be distributed.
  • Exercise Price: The warrants are expected to have a striking price of $5.00 per share of Datavault AI common stock (subject to adjustment for recapitalizations, stock splits, stock dividends and similar types of transactions). Datavault AI currently anticipates that the warrants will be exercisable only for cash consideration.
  • Term: The warrants are expected to be exercisable at any time (subject to certain conditions) following the distribution date until they expire on the one (1) year anniversary of the distribution date.
  • Exercise Conditions: The warrants are expected to be exercisable only by holders holding at least one Dream Bowl Meme Coin II token in a digital wallet with the Company as of the applicable exercise time of such warrants (which ownership will be subject to verification by the Company). This condition and any other conditions to the exercise of the warrants are expected to be set forth in a warrant agreement that the Datavault AI expects to file with the Securities and Exchange Commission (the “SEC”) on or prior to the distribution date.
     

The Company announced the record date to be on Jan. 7, 2026, and the related distribution date for the dividend has not been determined by the board of directors of Datavault AI (the “Datavault Board”) and that the warrants will be governed by a warrant agreement that the Company expects to file with the SEC on or prior to the distribution date.

It is also anticipated that, once determined by the Datavault Board, the record date for the dividend may be changed by the Datavault Board for any reason at any time prior to the distribution date, and distribution of the warrants will be conditioned upon the Datavault Board not having revoked the dividend prior to the distribution date, including for a material change to the solvency or surplus analysis presented to the Datavault Board.

The final terms and conditions of the foregoing dividend and warrants to be distributed in the dividend will be subsequently announced by the Company after the Datavault Board formally declares the proposed dividend and sets the record date and distribution date.

No Offer or Solicitation

This Press Release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. 

The distribution of the warrants in connection with the proposed dividend has not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), as the distribution of a warrant for no consideration does not constitute a sale of a security under Section 2(a)(3) of the Securities Act. A Form 8-A registration statement and prospectus supplement describing the terms of the warrants will be filed on or before the distribution date with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Holders should read the prospectus supplement carefully, when available, including the Risk Factors section included and incorporated by reference therein.

About Datavault AI

Datavault AI™ (Nasdaq: DVLT) leads AI-driven data experiences, valuation, and monetization in the Web 3.0 environment. The Company’s cloud-based platform delivers comprehensive solutions through its collaborative Acoustic Science and Data Science Divisions. Datavault AI’s Acoustic Science Division includes WiSA®, ADIO®, and Sumerian® patented technologies for spatial and multichannel wireless HD sound. The Data Science Division harnesses Web 3.0 and high-performance computing for experiential data perception, valuation, and secure monetization across industries including sports & entertainment, biotech, education, fintech, real estate, healthcare, and energy. The Information Data Exchange® (IDE) enables Digital Twins and secure NIL licensing, fostering responsible AI with integrity. Datavault AI’s customizable technology suite offers AI/ML automation, third-party integration, analytics, marketing automation, and advertising monitoring. Headquartered in Philadelphia, PA. Learn more 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, whether Datavault AI will proceed with the potential dividend distribution of warrants and Datavault AI’s expectations regarding the terms and/or timing thereof (including that the Datavault Board may change the record date and/or the distribution date), the anticipated timing for announcement by Datavault AI of the record date and the distribution date, the anticipated exercise price, exercise conditions and expiration date of the warrants, the acceptance for trading of the warrants on The Nasdaq Stock Market LLC, and the existence of a market for and the future trading price of the warrants, 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 legal proceedings that may be instituted against Datavault regarding the warrants and the dividend distribution thereof to Datavault AI’s eligible equity holders; risks associated with the right of the Datavault Board to change the record date and the distribution date, and/or to revoke the dividend prior to the distribution date; changes in economic, market, or regulatory conditions; uncertainties regarding valuation methodologies and third-party reports; risks relating to evolving regulatory frameworks applicable to tokenized assets; 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.

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