Datavault AI Announces Change in Distribution Date for Warrants to Purchase Common Stock to Eligible Record Equityholders of Datavault AI to February 23, 2026
PHILADELPHIA, PA, February 13, 2026 (GLOBE NEWSWIRE) - Datavault AI Inc. (NASDAQ: DVLT) ("Datavault AI" or the "Company"), a provider of data monetization, credentialing, digital engagement, and real-world asset tokenization technologies, today announced that its board of directors (the "Datavault Board") has changed the distribution date for the previously announced dividend (the "Distribution") of warrants (the "Warrants") to purchase shares of Datavault AI common stock, par value $0.0001 per share (the "Common Stock"), to eligible record holders ("Record Holders") of Common Stock and other equity securities of Datavault AI to February 23, 2026 (the "Distribution Date") from February 21, 2026. The record date for the Distribution remains January 7, 2026 (the "Record Date").
The Record Date and/or the Distribution Date for the Distribution may be changed by the Datavault Board for any reason at any time prior to the actual Distribution Date, and completion of the Distribution is conditioned upon the Datavault Board having not revoked the Distribution prior to the Distribution Date, including for a material change to the solvency or surplus analysis presented to the Datavault Board.
Warrant Terms
The Warrants will be issued without any action required by Record Holders and without any payment of cash or other consideration.
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Eligibility: Record Holders are the holders of the following Datavault AI securities, in each case, as of the close of business on the Record Date:
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certain warrants to purchase Common Stock that have the right to participate in the Distribution pursuant to their respective terms;
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certain convertible promissory notes of Datavault AI that have the right to participate in the Distribution pursuant to their respective terms; and
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certain equity awards and/or grants that are issued and outstanding as of the Record Date and which were granted under Datavault AI's stock option plan, stock incentive plan or other equity incentive plans that have not been exercised or converted and settled (or, in the case of restricted stock awards, that have not yet vested) as of the Record Date that are entitled to participate in the Distribution pursuant to the terms of their respective awards and/or grants.
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Distribution Ratio: The Distribution will be made to the Record Holders on the basis of one Warrant to purchase one share of Common Stock for every 60 shares of Common Stock held (or, for securities other than Common Stock, shares of Common Stock underlying such other equity securities of Datavault AI held, subject to the contractual terms of such securities) by such holders as of the close of business on the Record Date (rounding down to the nearest increment of 60 shares).
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Exercise Price: Each Warrant will entitle the holder to purchase one share of Common Stock (each, a "Warrant Share") at an exercise price of, initially, $5.00 per share (the "Exercise Price") at any time and from time to time following the Distribution Date until the expiration of the Warrants. The Exercise Price will be subject to adjustment in connection with certain events including: (i) stock dividends, splits, subdivisions, reclassifications and combinations; (ii) rights issues; (iii) other distributions and spin-offs; and (iv) fundamental transactions (in each case, as will be set forth in the Warrants).
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Exercise Method: Cash exercise only; however, if there is no effective registration statement registering, or the prospectus contained therein is not available for, the issuance of the Warrant Shares upon exercise of the Warrants to the holder, the Warrants may only be exercised pursuant to the "cashless exercise" provisions of the Warrants.
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Conditions to Exercise: The exercise of the Warrants will be conditioned upon the requirement that the beneficial owner of each such Warrant: (a) holds one Dream Bowl Meme Coin II token per Warrant requested to be exercised; and (b) each such Dream Bowl Meme Coin II token is held in a digital wallet within a Datavault account, in each case, as of the date the applicable "Notice of Exercise" in the form attached to the Warrants (each, a "Notice of Exercise") is delivered to the VStock Transfer, LLC, as warrant agent for the Warrants (such conditions, the "Warrant Exercise Conditions"). Datavault AI has made separate announcements and filings with the Securities and Exchange Commission (the "SEC") regarding the Dream Bowl Meme Coin II tokens and Record Holders are encouraged to read such announcements and filings for more information regarding such tokens.
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No Notice of Exercise will be deemed validly delivered unless it specifies a valid and accurate digital wallet address, indicates the number of Dream Bowl Meme Coin II tokens held in such wallet, which number will be subject to verification by Datavault AI, and sets forth the email address associated with the applicable holder's Datavault account. Verification of the Warrant Exercise Conditions may take up to five trading days from the date on which Datavault AI receives the applicable Notice of Exercise. These and/or any other conditions to the exercise of the Warrants will be set forth in the Warrants themselves.
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Transfer Restrictions: The Warrants may not be transferred, assigned or sold, except under limited circumstances to be set forth in the Warrants, including by gift to an immediate family member or trust, by virtue of laws of descent and distribution upon death or pursuant to a qualified domestic relations order.
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Expiration: 5:00 p.m. New York City time on the date that is the one-year anniversary of the Distribution Date.
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Record Holders are encouraged to review the information available in the document containing questions and answers regarding the dividend and the Warrants that was filed as Exhibit 99.2 to the Company's Current Report on Form 8-K filed with the SEC on February 13, 2026.
No Offer or Solicitation
