Datavault AI Inc.: director resignation and board appointment

What happened

• The filing says the board approved advisory arrangements on Oct 1, 2026, for non-employee directors who resign in connection with certain strategic, change of control or other transactions.
• The filing says Robert Tobias tendered his resignation on Oct 2, 2026, effective at 11:59 p.m. on Oct 2, 2026, in connection with the company’s acquisition of NYIAX, and that he will serve as an Advisor under the approved advisory arrangements.
• The filing says Christopher Hardt was appointed to the board effective immediately following Mr. Tobias’s resignation; the company issued a press release on Oct 6, 2026, announcing his appointment.

Key details

• Advisory arrangements: all then outstanding and unvested equity awards of a resigning director vest upon the resignation effectiveness date; directors with at least two years’ service receive a one-year advisory contract, $72,000 in cash paid in equal monthly installments of $6,000, and a restricted stock award of 120,000 shares vesting on the one-year anniversary (subject to Form S-8 effectiveness).
• Mr. Tobias served on the board for over two years and will be eligible for the advisory contract and compensation described above.
• Mr. Hardt’s board cash compensation is $60,000 per year plus $2,500 for audit committee service; the board approved restricted stock awards of 125,000 shares for Mr. Hardt, subject to the effectiveness of a Form S-8.
• The Hardt restricted stock awards vest in two equal tranches: 50% on the first to occur of Mar 20, Jun 20, Sep 20 or Dec 20 after 90 days following the grant date and 50% on the second to occur of those dates, subject to continuous service; the filing says Mr. Hardt qualifies as independent under Nasdaq rules and as an audit committee financial expert.

Why it may matter

• Item 5.02 was reported, which covers departures of directors and the election or appointment of directors and related compensation arrangements. Item 7.01 was reported, which covers a Regulation FD disclosure (press release).
• The filing does not show why the insider traded or why the company acted.