Datavault AI Inc. 8-K

What Happened

• Datavault AI Inc. entered into a Subscription Agreement with Vivasor, Inc. dated April 16, 2026, under which Datavault agreed to purchase 8,163,265 shares of Vivasor Series A Common Stock for an aggregate purchase price of $50.0 million.
• The $50.0 million purchase price will be paid entirely in non-cash consideration: Datavault will issue 75,942,666 shares of its common stock to Vivasor at closing.
• On April 23, 2026 Datavault filed a prospectus supplement to its effective Form S-3 shelf registration (declared effective March 25, 2026, File No. 333-294502) to register the Datavault shares issued to Vivasor; counsel Paul Hastings LLP provided a legal opinion included as Exhibit 5.1.

Key Details

• Transaction date (agreement): April 16, 2026.
• Vivasor shares to be acquired: 8,163,265 Series A Common Stock shares.
• Purchase price per Vivasor share: $6.125; total consideration: $50,000,000.
• Consideration paid in stock: 75,942,666 Datavault AI common shares to be issued to Vivasor.
• Prospectus supplement filed April 23, 2026 to register the issued Datavault shares; Paul Hastings LLP opinion attached.

Why It Matters

• This is a material non-cash acquisition: Datavault is using equity rather than cash to obtain a significant stake in Vivasor, which will dilute existing Datavault shareholders by the issuance of 75.9 million shares.
• Registering those newly issued shares via the prospectus supplement enables liquidity and transferability for the shares issued to Vivasor and is a required step for compliance and potential resale.
• Investors should note the size of the equity issuance relative to Datavault’s outstanding shares (check latest share count) and monitor any subsequent disclosures about closing conditions, timing, and the strategic rationale for the Vivasor investment.