WISA 8-K filed 2026 · insiderdelta

Item 8.01 Other Events.

As previously announced by Datavault AI Inc. (“ Datavault ”)
on February 26, 2026, Datavault’s board of directors (the “ Board ”) declared a dividend (the “ Distribution ”)
of Josh Gibson Coin tokens (the “ Gibson Coins ”) to eligible record equity holders of common stock, par value
$0.0001 per share, of Datavault (the “ Common Stock ”) and other equity securities. Such eligible holders are
the holders of the following Datavault securities, in each case as of the close of business on March 9, 2026 (such date, subject
to the right of the board of directors of Datavault to change to a later date, the “ Record Date ”): (i) Common
Stock (such record holders, the “ Record Common Holders ”), (ii) certain warrants to purchase Common Stock
that have not been exercised and settled prior to the Record Date (and which have the right to participate in the Distribution pursuant
to the terms of their respective warrants) (such record holders, the “ Record Warrant Holders ”), and (iii) certain
equity awards and/or grants that are issued and outstanding as of the Record Date and which were granted under Datavault’s stock
option, stock incentive 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) prior to the Record Date and which are entitled to participate in the Distribution pursuant to
the terms of their respective awards and/or grants (such record holders, the “ Record Award Holders ” and together
with the Record Common Holders and the Record Warrant Holders, the “ Record Holders ”). The preceding Datavault
securities held by the Record Holders as of the Record Date are collectively referred to herein as the “ Datavault Securities .”

The
Distribution will be (i) made on the basis of one Gibson Coin for each share of Common Stock held (or underlying the applicable
Datavault Securities held) by such Record Holders on the Record Date and (ii) paid beginning
on April 30, 2026 (or such other date as determined by the Datavault Board , the “ Payment
Date ”), subject to the satisfaction of the Payment Conditions (as defined below) by the applicable Record Holder.

Record Holders are entitled to participate in
the Distribution and receive Gibson Coin(s) subject to satisfying the following conditions (the “ Payment Conditions ”):

(i)

having (or setting up) a digital wallet with Datavault into which the Gibson Coins can be delivered on
or after the Payment Date; and

(ii)

electing to receive the Distribution by completing, executing and submitting an Opt-In Agreement (the
“ Opt-In Agreemen t”) to Datavault’s Information Agent, Alliance Advisors (the “ Information
Agent ”) via the Distribution Website (as defined below) (together, the “ Payment Condition s”).

All Record Holders must initiate the process
of electing to receive their respective portion of the Distribution by having (or setting up) a digital wallet with Datavault and completing
the Opt-In Agreement by navigating to http://www.joshgibsoncoin.com (the “ Distribution Website ”) hosted by the Information
Agent.

Commencing on March 30, 2026, the Information
Agent will mail to the Record Holders a letter describing the Distribution and informing such holders about the process of electing to
receive their respective portion of the Distribution (the “ Information Letter ”). However, if any Record Common
Holder holds its shares of Datavault Common Stock in an account at a brokerage firm, bank, dealer or other similar organization, then
such holder holds their shares in “ street name ” and the organization holding such account should receive the Information
Letter from Datavault and will be responsible for further distributing the Information Letter to such holders. The Information Letter
instructs Record Holders that they must elect to receive their respective portion of the Distribution by accessing the Distribution Website
at  http://www.joshgibsoncoin.com .

On the Distribution Website, Record Holders will
be able to access an FAQ regarding the Distribution, instructions for setting up a digital wallet with Datavault, and a form of opt-in
agreement (the “ Opt-In Agreement ”) to be completed by each such holder.

Record Holders who do not elect to participate
in the Distribution and satisfy the Payment Conditions will not be eligible to receive any payment of the Gibson Coins until such time
as the Payment Conditions have been satisfied, and in the case of any shares of Datavault Common Stock held in “street name”
with a brokerage firm, bank, dealer or other similar organization, until such time as the Information Agent has also been able to verify
such Record Holder’s holdings with such brokerage firm, bank, dealer or other similar organization.

The foregoing summary of the Distribution and
the above referenced materials does not purport to be complete and is qualified in its entirety by reference to the full text of the (i) form
of information letter distributed to Record Holders, (ii) form of Opt-In Agreement for Record Holders, (iii) sample instructions
for setting up a digital wallet with Datavault, and (iv) frequently asked questions regarding the Distribution, copies of which are
filed herewith as Exhibits 99.1, 99.2, 99.3, and 99.4, respectively.

Cautionary Note Regarding Forward-Looking Statements

The
information in this Current Report on Form 8-K may contain “forward-looking statements” (within the meaning of Section 27A
of the Securities Act of 1933, as amended, Section 21E of Securities Exchange Act of 1934, as amended, the Private Securities
Litigation Reform Act of 1995, as amended, and other securities laws) about Datavault AI Inc. (“ Datavault ,”
the “ Company ,” “ us ,” “ our ,” or “ we ”)
and our industry that involve risks and uncertainties. In some cases, forward-looking statements can be identified by words such as “may,”
“might,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,”
“could,” “intends,” “target,” “projects,” “contemplates,” “believes,”
“estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,”
“likely” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations,
strategy, plans or intentions. The absence of these words does not mean that a statement is not forward-looking.

Such
forward-looking statements, including, but not limited to, statements regarding our declaration and/or payment of dividends, our expectations
regarding the terms and/or timing of the Distribution (including that the Board may change the Record Date and/or the Payment Date and
may revoke the Distribution entirely), and whether we will proceed with the Distribution, are necessarily based upon estimates and assumptions
that, while considered reasonable by Datavault and its management, are inherently uncertain. Forward-looking statements are based on the
current beliefs, assumptions, and expectations of management and current market conditions. Readers are cautioned not to place undue reliance
on these and other forward-looking statements contained herein. There can be no assurance that future dividends will be declared, and
the payment of any dividend is expressly conditioned on the Board not revoking any or all dividends before its payment date. Actual results
may differ materially from those indicated by these forward-looking statements as a result of various risks and uncertainties including,
but not limited to, the following: risks related to legal proceedings that may be instituted against Datavault regarding the Distribution;
risks associated with the right of the Board to change the Record Date and/or the Payment Date, and/or to revoke the Distribution prior
to the Payment Date; changes in economic, market or regulatory conditions; risks relating to evolving regulatory frameworks applicable
to tokenized assets; and other risks and uncertainties as more fully described in Datavault’s filings with the SEC including its
Annual Report on Form 10-K for the year ended December 31, 2024 and other filings that Datavault makes from time to time with
the SEC, which are available on the SEC’s website at  www.sec.gov, and could cause actual results to vary from expectations.

The forward-looking statements made in this Current
Report on Form 8-K relate only to events as of the date on which the statements are made. Datavault undertakes no obligation to update
any forward-looking statements made in this Current Report on Form 8-K to reflect events or circumstances after the date hereof or
to reflect new information or the occurrence of unanticipated events, except as required by law. Datavault may not actually achieve the
plans, intentions or expectations disclosed in its forward-looking statements, and you should not place undue reliance on such forward-looking
statements. Datavault’s forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions,
joint ventures or investments it may make.
WISA Wisa Technologies, Inc. - 8-K

Item 8.01 - Other Events

Item 9.01 - Financial Statements and Exhibits
