Datavault AI Inc. (Nasdaq: DVLT) (“Datavault AI” or the “Company”), an Artificial Intelligence Platform (“AIP”) company providing data monetization, credentialing and tokenization technologies, today announced that its board of directors (the “Board”) has approved a rights offering to holders of its common stock (“Common Stock”) and certain other Datavault AI securities. Moody Capital Solutions, Inc. (“Moody Capital”) will act as dealer manager for the rights offering.
The Rights Offering to include investors in a process usually reserved exclusively for banks
Under the rights offering, the Company will distribute, at no charge, transferable subscription rights to holders of record of Common Stock and certain other Company securities with a contractual right to participate in the distribution. The Company has set a record date of October 9, 2026 for such offering (the “Record Date”). Such holders will receive one subscription right for a Common Unit for each share of Common Stock owned as of the Record Date and one subscription right for a Preferred Unit for each 100 shares of Common Stock owned as of the Record Date.
Common Units. Each Common Unit will consist of (i) one share of Common Stock, (ii) one Series A Right to purchase one share of Common Stock (the “Series A Right”) and (iii) one Series B Right to purchase one share of Common Stock (the “Series B Right”). The subscription price of each Common Unit will be $0.20. The Series A Right will be exercisable at $0.25 per share and will expire six months from the closing of the rights offering. The Series B Right will be exercisable at $0.30 per share and will expire twelve months from the closing. The Company expects to offer up to $50,000,000 of Common Unit subscription rights.
Preferred Units. Each Preferred Unit will consist of (i) one share of a newly designated series of preferred stock (“Preferred Stock”), (ii) one Series 1 Right to purchase one share of Preferred Stock (the “Series 1 Right”) and (iii) one Series 2 Right to purchase one share of Preferred Stock (the “Series 2 Right”). The subscription price of each Preferred Unit will be $25.00. The Series 1 Right will be exercisable at $30.00 per preferred share and will expire six months from the closing of the rights offering. The Series 2 Right will be exercisable at $35.00 per preferred share and will expire twelve months from the closing. The Preferred Stock will carry a stated value and liquidation preference of $25.00 per share and will rank senior to the Common Stock. It will pay a cumulative dividend of $2.10 per share per annum, payable semi-annually in arrears (a) in cash, (b) at the Company’s election, in additional shares of the same series, or (c) at the Company’s election, in common stock at a 10% discount to market, subject to a floor price and an aggregate cap, as will be described in the prospectus supplement for the Rights Offering. The Company intends to apply to list the Preferred Stock on the Nasdaq Capital Market and to seek a listing or quotation for the Common Unit subscription rights, Preferred Unit subscription rights, Series A Rights, Series B Rights, Series 1 Rights and Series 2 Rights, although no assurance can be given that any listing will be obtained. The Preferred Stock will not be convertible into Common Stock. The Preferred Stock will vote together with the Common Stock as a single class on all matters submitted to a vote of stockholders, with the number of votes per preferred share to be fixed at execution of the dealer manager agreement by reference to the number of shares of Common Stock that $25.00 would then purchase. The Company expects to offer up to 3,000,000 Preferred Units, representing up to $75,000,000 of Preferred Unit subscription rights.
The Company’s stockholders and holders of certain other Company securities with a contractual right to participate in the distribution who exercise their respective full basic subscription rights will have over-subscription privileges, applied separately to the Common Units and the Preferred Units, giving such holders the option to subscribe for any Common Units and Preferred Units that remain unsubscribed at the expiration of the rights offering. If the aggregate subscriptions (basic subscriptions plus over-subscriptions) exceed the amount offered in the rights offering, then the aggregate over-subscription amount will be pro-rated among the holders exercising their respective over-subscription privileges based on the basic subscription amounts of such holders. The subscription rights are expected to be transferable.
The Company expects that the subscription period will be approximately 18 trading days from the commencement of the offering, subject to the Board’s right to extend the subscription period. The Company intends to use the net proceeds of the rights offering for working capital and general corporate purposes, which may include funding potential strategic transactions, acquisitions or investments.
Management Commentary
Nathaniel Bradley, Chief Executive Officer of Datavault AI, said “This gives every existing shareholder the same opportunity to participate on the same terms rather than issuing to a select group; and the staged series structure allows shareholders to add capital over time at rising prices. Fundamental results and a commitment to excellence and innovation – this rights offering is a solution like our company, it’s innovative of Moody to plan ahead and act now, as they have. Datavault AI raises the bar in Digital Assets and continues to vault forward.”
Bradley went on to say, “Our rights offering aims to democratize access to early investment in, Quantum-Ready Edge Neo Network of Super Compute with AI on the Edge, Data Vault AIP, API Media, WISA and ADIO comprising technologies that represent standards in acoustics in Web 3.0 systems and technologies owned by Datavault AI. Owning digital asset exchanges, building them up to solve problems using AI and blockchain makes this a really exciting time for all of us not just to own it but to get involved in the token economy.”
Important Information About the Rights Offering
The rights offering will be made pursuant to the Company’s effective shelf registration statement on Form S-3, filed with the SEC on March 20, 2026 and declared effective on March 25, 2026, and a prospectus supplement containing the detailed terms of the rights offering to be filed with the SEC. The information in this press release is not complete and is subject to change. This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any offer, solicitation or sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of such state or jurisdiction. The rights offering will be made only by means of a prospectus and a related prospectus supplement. Copies of the prospectus and related prospectus supplement, when they become available, may be obtained free of charge at the website maintained by the SEC at www.sec.gov or by contacting the information agent for the rights offering.
About Datavault AI Inc.
Datavault AI Inc. (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 Sciences and Data Sciences divisions.
Datavault AI’s Acoustic Sciences division features WiSA®, ADIO®, and Sumerian® patented technologies and industry-first foundational spatial and multichannel wireless, high-definition sound transmission technologies with intellectual property 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 platform serves multiple industries, including high-performance computing software licensing for sports & entertainment, events & venues, biotech, education, fintech, real estate, healthcare, energy, and more. The Information Data Exchange® enables Digital Twins and the licensing of name, image, and likeness by securely attaching physical real-world objects to immutable metadata, fostering responsible AI with integrity. The Company’s technology suite is fully customizable and offers AI- and machine-learning-based 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 https://dvlt.ai.
About Moody Capital Solutions, Inc.
Moody Capital is an investment bank providing capital raising, mergers and acquisitions, and advisory services to public and private companies, with a recognized focus on rights offerings alongside registered directs, confidentially marketed public offerings, follow-on offerings, PIPEs, at-the-market programs and private placements. Every engagement is led directly by senior bankers. Moody Capital is a registered broker-dealer and a member of FINRA and SIPC. For more information, visit www.moodycapital.com.
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.
Forward-looking statements, include, but are not limited to, statements regarding future events, the proposed rights offering and its structure, terms, timing and expected completion, the anticipated use of proceeds, and the expected characteristics of the securities to be offered; the Company’s intention to apply to list the Preferred Stock on the Nasdaq Capital Market and to seek a listing or quotation for the Common Unit subscription rights, Preferred Unit subscription rights, Series A Rights, Series B Rights, Series 1 Rights and Series 2 Rights; and the anticipated subscription period.
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: whether market conditions permit the Company to commence or complete the rights offering on the terms described or at all; the level of participation by holders; the Company’s ability to satisfy the conditions to the rights offering, including any applicable listing standards and regulatory requirements; the Company’s continued listing on the Nasdaq Capital Market; whether the Preferred Stock and the Common Unit subscription rights, Preferred Unit subscription rights, Series A Rights, Series B Rights, Series 1 Rights and Series 2 Rights issuable in connection with the rights offering are approved for listing; whether the voting terms of the Preferred Stock satisfy applicable listing standards; changes in market demand for Datavault AI’s services and products; changes in economic, market, or regulatory conditions; 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, 2025 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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