{"url_path":"/sec/dvlt/8-k/2026-06-22/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-22","source_url":"https://www.sec.gov/Archives/edgar/data/1682149/0001104659-26-076423-index.html","accession_number":"0001104659-26-076423","cik":"0001682149","ticker":"DVLT","issuer_name":"Datavault AI Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1682149/0001104659-26-076423-index.html","primary_entity_key":"0001682149","primary_entity_name":"Datavault AI Inc."},"word_count":525,"has_tables":true,"body_markdown":"**Item 8.01. Other Events.**\n\n \n\nOn June 22, 2026, Datavault AI Inc. (the “Company”)\nissued to Maxim Group LLC (“Maxim”) warrants to purchase up to 2,727,272 shares (the “Participation Warrants”)\nof the Company’s common stock, par value $0.0001 per share (the “Common Stock”), pursuant to that certain letter agreement,\ndated May 26, 2026 (the “Maxim Letter Agreement”), under which the Company agreed to: (i) issue to Maxim, or its designees,\nthe Participation Warrants; (ii) pay Maxim a cash fee of $1,050,000; (iii) retain Maxim to act as co-sales agent in connection with the\nCompany’s next at-the-market offering (the “Future ATM Offering”), in which the Company has agreed to pay Maxim a cash\nfee equal to three percent (3%) of the gross proceeds of each sale of securities in the Future ATM Offering; and (iv) include Maxim as\ndealer manager and/or sales agent in any registration statement, prospectus supplement or other filing made in connection with the Future\nATM Offering. The Participation Warrants are being issued pursuant to the Letter Agreement in connection with the settlement of certain\nmatters between the Company and Maxim and in consideration of Maxim’s waiver of its right of participation under Section 2(a)(vi)\nof that certain equity distribution agreement, dated July 21, 2025, with respect to the Company’s previously announced issuance\nand sale to certain institutional investors, on May 5, 2026, of an aggregate of 109,090,910 shares of Common Stock (such transaction,\nthe “ROFR Transaction”). The Participation Warrants have the same terms as the placement agent warrants issued to the placement\nagent in connection with the ROFR Transaction, including, without limitation, a term of five years from the date of the prospectus supplement, dated May 3, 2026, to the Base Prospectus (as defined below) filed by the Company with the Securities and Exchange Commission (the “SEC”)\nwith respect to the ROFR Transaction, and an exercise price of $0.6325 per share. \n\n \n\nThe foregoing summary of the Participation\nWarrants does not purport to be complete and is subject to, and qualified in its entirety by, a copy of the form of Placement Agent\nWarrant issued in connection with the ROFR Transaction and filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K\nfiled with the SEC on May 5, 2026, which is incorporated herein by reference.\n\n \n\nOn June 22, 2026, the Company filed a prospectus\nsupplement, dated June 22, 2026 (“Prospectus Supplement”), to a prospectus, dated March 25, 2026 (the “Base Prospectus”),\nincluded in an effective shelf registration statement on Form S-3 (File No. 333-294502), which was originally filed by the Company with\nthe SEC on March 20, 2026, and was declared effective by the SEC on March 25, 2026. The Company filed the Prospectus Supplement for the\npurpose of registering the Participation Warrants and the shares of Common Stock issuable upon exercise of the Participation Warrants.\nIn connection with the filing of the Prospectus Supplement, the Company is filing an opinion of its counsel, Paul Hastings LLP, regarding\nthe validity of the Participation Warrants and the shares of Common Stock issuable upon exercise of the Participation Warrants, which\nopinion is attached as Exhibit 5.1 to this Current Report on Form 8-K."}