Datavault AI Inc. 8-K

What Happened

• Datavault AI Inc. announced on January 4, 2026 that it entered into a Master Purchase Order Agreement with AP Global Holdings LLC (d/b/a Available Infrastructure) to obtain SanQtum™ infrastructure and cybersecurity services on a services-based delivery model. The Company made an up-front payment of $250,000; the Agreement has an initial 12‑month term and can be terminated by the Company for convenience with 90 days’ written notice. Concurrently, Datavault placed purchase orders to deploy the Services across 100 cities in the contiguous United States.
• On the same date the Company entered into an agreement to receive an assignment of certain intellectual property rights in exchange for issuing 7,500,000 shares of common stock (par value $0.0001). Those shares will be offered/sold under the Company’s effective Form S-3 registration statement (File No. 333-288538) and an intended prospectus supplement. To accommodate this issuance, Datavault reduced the remaining capacity under its Equity Distribution Agreement with Maxim Group LLC from $50,000,000 to $42,500,000.

Key Details

• Agreement date: January 4, 2026; counterparty: AP Global Holdings LLC (d/b/a Available Infrastructure).
• Up-front payment: $250,000; initial term: 12 months; company may terminate for convenience with 90 days’ notice.
• Deployment scope: Services ordered to be deployed across 100 U.S. cities (contiguous U.S.).
• Equity action: 7,500,000 common shares to be issued for IP assignment; registration via existing Form S-3; ATM capacity reduced by $7.5M (from $50M to $42.5M).

Why It Matters

• Operationally, the agreement signals active deployment of Datavault’s SanQtum™ infrastructure and cybersecurity services at scale (100 cities), which could affect near-term operations and service delivery plans.
• Financially, there is a modest upfront cash outlay ($250,000) and a 12‑month contractual commitment that may involve additional payments or obligations under the Agreement.
• For shareholders, issuing 7.5 million shares for IP results in dilution of existing equity; the company adjusted its equity distribution capacity to reflect this issuance.
• The company will file the full agreement as an exhibit to its Form 10‑Q for the quarter ending March 31, 2026, and will file a prospectus supplement related to the share issuance.