Form 8-K

8-K — Datavault AI Inc.

Accession: 0001104659-26-116228

Filed: 2026-10-15

Period: 2026-10-15

CIK: 0001682149

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Entry into a Material Definitive Agreement

Item: Financial Statements and Exhibits

Documents

8-K — tm2627673d1_8k.htm (Primary)

EX-4.1 — EXHIBIT 4.1 (tm2627673d1_ex4-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: tm2627673d1_8k.htm · Sequence: 1

false

0001682149

2026-10-15

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):

October 15, 2026

Datavault AI Inc.

(Exact Name of Registrant as Specified in its

Charter)

Delaware

001-38608

30-1135279

(State of

incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

One

Commerce Square,

2005

Market Street, Suite 2400,

Philadelphia,

19103

(Address of Principal Executive Offices)

(Zip Code)

(408)-627-4716

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or former address if changed from last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b)

of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which

registered

Common

Stock, par value $0.0001 per share

DVLT

The Nasdaq

Capital Market

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange

Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant

has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant

to Section 13(a) of the Exchange Act. ¨

Item 1.01 Entry into a Material Definitive Agreement.

On October 15, 2026, Datavault AI Inc. (the “Company”)

entered into Amendment No. 1 (the “Amendment”) to that certain Convertible Promissory Note, dated August 18, 2026 (the “Note”),

issued by the Company to Streeterville Capital, LLC (the “Investor”), in the original principal amount of $25,030,000. The

Note was issued pursuant to that certain Securities Purchase Agreement, dated August 18, 2026, between the Company and the Investor.

Pursuant to the Amendment, the Company and the Investor amended the

Note to establish a floor price of $0.0632 (the “Nasdaq Floor Price”), which is equal to 20% of the Nasdaq Minimum Price determined

immediately preceding the issuance of the Note, subject to adjustment for any reverse or forward stock split, stock dividend, stock combination,

recapitalization, reclassification or other similar transaction occurring after the effective date of the Amendment. The Amendment further

provides that no adjustment to the Fixed Price pursuant to Section 9 of the Note will reduce the Fixed Price below the Nasdaq Floor Price.

Except as expressly amended by the Amendment, all provisions of the

Note remain unchanged and in full force and effect.

The foregoing description of the Amendment does not purport to be complete

and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 4.1 to this Current

Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

4.1

Amendment No. 1 to Convertible Promissory Note, dated October 15, 2026, by and between Datavault AI Inc. and Streeterville Capital, LLC

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 15, 2026

DATAVAULT AI INC.

By:

/s/ Nathaniel Bradley

Name:

Nathaniel Bradley

Title:

Chief Executive Officer

EX-4.1 — EXHIBIT 4.1

EX-4.1

Filename: tm2627673d1_ex4-1.htm · Sequence: 2

Exhibit 4.1

AMENDMENT NO. 1 TO

CONVERTIBLE PROMISSORY NOTE

This Amendment No. 1 to Convertible Promissory

Note (this “Amendment”) is entered into as of October 15, 2026 (the “Amendment Effective Date”), by and between

Datavault AI Inc., a Delaware corporation (“Borrower”), and Streeterville Capital, LLC, a Utah limited liability company (“Lender”).

Borrower and Lender are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

A. Borrower issued to Lender that certain Convertible

Promissory Note dated August 18, 2026, in the original principal amount of $25,030,000.00 (as amended hereby and as may be further amended,

modified, supplemented or restated from time to time, the “Note”), pursuant to that certain Securities Purchase Agreement

dated August 18, 2026 between Borrower and Lender (as amended, modified, supplemented or restated from time to time, the “Purchase

Agreement”).

B. The Parties desire to amend the Note to establish

a floor price based on the Nasdaq Minimum Price applicable immediately preceding the issuance of the Note, on the terms set forth herein.

C. Section 15 of the Note provides that the prior

written consent of both Parties is required for any change or amendment to the Note.

NOW, THEREFORE, in consideration of the

foregoing recitals and the mutual covenants set forth herein, and for other good and valuable consideration, the receipt and sufficiency

of which are hereby acknowledged, the Parties agree as follows:

1. Defined Terms. Capitalized

terms used but not defined in this Amendment have the meanings assigned to them in the Note. The recitals above are incorporated into

this Amendment by this reference.

2. Nasdaq Floor Price.

Attachment 1 to the Note is hereby amended by adding the following new definition immediately after the definition of “Fixed

Price”:

“Nasdaq Floor Price”

means $0.0632, which is 20% of the Nasdaq Minimum Price determined immediately preceding the issuance of the Note, as adjusted for any

reverse or forward stock split, stock dividend, stock combination, recapitalization, reclassification or other similar transaction occurring

after the Amendment Effective Date.

3. Conforming Amendment

to Subsequent Equity Sales. Section 9 of the Note is hereby amended by adding the following sentence at the end thereof:

Notwithstanding anything to the

contrary contained in this Section 9, no adjustment pursuant to this Section 9 will reduce the Fixed Price below the Nasdaq Floor Price.

4. Effect of Amendment.

From and after the Amendment Effective Date, each reference in the Note to “this Note,” “hereunder,” “hereof,”

“herein” or words of like import, and each reference in the other Transaction Documents to the Note, will mean and refer to

the Note as amended by this Amendment. This Amendment is a Transaction Document. Except as expressly amended by this Amendment, all provisions

of the Note remain unchanged and in full force and effect. The Note, as amended by this Amendment, is hereby ratified and confirmed in

all respects.

5. No Implied Waiver.

The execution, delivery and effectiveness of this Amendment will not, except as expressly provided herein, operate as a waiver of

any right, power or remedy of either Party under the Note or any other Transaction Document, or constitute a waiver of any provision of

the Note or any other Transaction Document. This Amendment is limited as written and will not constitute a consent to any other amendment,

modification or waiver of the Note or any other Transaction Document.

Amendment No. 1 to Convertible Promissory Note

6. Representations and

Warranties. Each Party represents and warrants to the other Party that (a) such Party has full power and authority to execute and

deliver this Amendment and to perform its obligations hereunder, (b) the execution, delivery and performance of this Amendment have been

duly authorized by all necessary action of such Party, and (c) this Amendment constitutes a valid and binding obligation of such Party,

enforceable against such Party in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium

and similar laws affecting creditors’ rights generally and general principles of equity.

7. Governing Law; Arbitration.

The governing law, venue and arbitration provisions of the Note and the Purchase Agreement are incorporated herein by reference and

will apply to this Amendment as if set forth herein in full.

8. Counterparts; Electronic

Signatures. This Amendment may be executed in counterparts, each of which will be deemed an original, but all of which together will

constitute one and the same instrument. Signatures delivered by electronic transmission, including in portable document format or through

an electronic signature service, will be effective as originals for all purposes.

[Signature page follows]

Amendment No. 1 to Convertible Promissory Note

IN WITNESS WHEREOF, the Parties have executed

this Amendment as of the Amendment Effective Date.

BORROWER:

LENDER:

DATAVAULT AI INC.

STREETERVILLE CAPITAL, LLC

By:

/s/ Brett Moyer

By:

/s/ John Fife

Name:

Brett Moyer

Name:

John Fife

Title:

Chief Financial Officer

Title:

President

Amendment No. 1 to Convertible Promissory Note

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.3

Cover

Oct. 15, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Oct. 15, 2026

Entity File Number

001-38608

Entity Registrant Name

Datavault AI Inc.

Entity Central Index Key

0001682149

Entity Tax Identification Number

30-1135279

Entity Incorporation, State or Country Code

Entity Address, Address Line One

One

Commerce Square,

Entity Address, Address Line Two

2005

Market Street, Suite 2400,

Entity Address, City or Town

Philadelphia

Entity Address, State or Province

Entity Address, Postal Zip Code

19103

City Area Code

408

Local Phone Number

627-4716

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common

Stock, par value $0.0001 per share

Trading Symbol

DVLT

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

false

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration