What changed in Datavault AI Inc.'s 10-K — 2024 vs 2025

Datavault has two synergistic platforms—Data Sciences and Acoustic Sciences—that our executive leadership is focusing on as key drivers of future revenue growth.

Our Data Sciences division is focused on the delivery of cyber-secure, privacy protected data management and monetization technologies, the heart of which are our offerings of artificial intelligence (“AI”)-driven agents—branded as Data Vault®, DataValue®, DataScore®, and Data Vault Bank®.

Our Acoustic Sciences division is focused on technological innovations that have already produced advanced technologies in data-over-sound, low latency spatial audio and high-definition (“HD”) audio transmission, and our patented semiconductor and digital module technologies are currently being deployed by several key customers, including Bang & Olufsen, Harmon Kardon, Klipsch and other leading electronics manufacturers.

Recent Developments Master Purchase Order Agreement - SanQtum On January 4, 2026, we entered into a Master Purchase Order Agreement with AP Global Holdings LLC (d/b/a Available Infrastructure) in which we agreed to purchase SanQtum™ infrastructure and cybersecurity services under a services-based delivery model.

The agreement provides for an upfront payment of $250,000 and has an initial term of twelve months, subject to earlier termination in accordance with its terms. Concurrent with execution of the agreement, the Company placed purchase orders to deploy the services across 100 cities within the contiguous United States.

API Media Acquisition On January 22, 2026, we completed the acquisition of 100% of the outstanding equity interests of API Media Innovations Inc. (“API Media”), a New Jersey-based provider of audio and visual technologies serving the media, sports, and entertainment industries, for aggregate cash consideration of $14.0 million pursuant to a Stock Purchase Agreement dated October 28, 2025.

API Media provides multi-channel engagement solutions, digital media integration, and audience intelligence services to sports venues and enterprise clients. The acquisition is intended to expand the Company’s digital media capabilities and enhance its data monetization platform.

NYIAX Agreement and Plan of Merger On March 18, 2026, we entered into an Agreement and Plan of Merger by and among us, DVLT Merger Sub Inc. and NYIAX, Inc.

(“NYIAX”), pursuant to which we will acquire 100% of the equity of NYIAX in consideration for the issuance by us to NYIAX stockholders of 78,947,368 shares of our common stock with an aggregate fair value estimated to be $59.2 million based on the closing stock price on March 13, 2026 of $0.67 per share.

Data Sciences Division The Data Sciences division develops and operates tools for the capture, processing, and compliant monetization of data to generate revenue and value for businesses. The design of our proprietary data management platform, known as Data Vault, emphasizes compliance, privacy, and cybersecurity through patented technologies.

Our anticipated Information Data Exchange® (“IDE”), which is being built on IBM’s watsonx.ai™ platform, is expected to launch in 2026. Data Vault Platform 2 Table of Contents We are in the final stages of the build-out of our Data Vault platform—our multi-patented Web 3.0 data perception, visualization, valuation and monetization software platform for HPC.

Information Data Exchange Our flagship IDE is a patented Web 3.0 platform that, upon rollout, will serve as a centralized marketplace and transactional engine for secure, real-time valuation, scoring, tokenization, and compliant monetization of data assets and real-world assets (“RWAs”).

IDE is designed to enable organizations to unlock the full economic potential of their data while retaining complete ownership and control.

The platform is intended to operate without ever moving, ingesting, storing, or altering clients’ original datasets, performing “tokenization at birth” at the edge of the network to create authenticated digital twins, tradable tokens, and immutable metadata objects—all in a privacy-first, cybersecurity-first, and fully regulatory-compliant environment.

We anticipate deploying IDE to power a family of specialized vertical marketplaces, including: ● International Elements Exchange ™: Focused on tokenizing and trading rare earth minerals, unmined resources, commodities, and carbon credits (leveraging Sumerian traceability technology for immutable physical-to-digital anchoring). ● International NIL Exchange™ : In January 2026, we entered into an agreement with Sports Illustrated to explore a potential collaboration for the development of a digital asset exchange focused on unlocking value in athlete name, image, and likeness (“NIL”) rights, memorabilia, and related assets, with targeted commercial launch in the second half of 2026. ● American Political Exchange ™: Designed for transparent, Federal Election Commission-compliant tokenization and exchange of political contributions, advocacy assets, and related digital property.

Key technology and partnership integrations announced or executed in 2026 include: ● Enhanced credentialing and identity verification : Partnership with CLEAR for biometric KYC/AML compliance, integrated via the Company’s VerifyU™ framework to support secure onboarding and regulatory adherence across all IDE marketplaces. ● NYIAX Platform : Multi-year commercial and intellectual property licensing agreement (following the October 2025 letter of intent to acquire NYIAX), integrating IDE with NYIAX’s transparent blockchain-based trading technology built on the Nasdaq Financial Framework.

This delivers institutional-grade matching, pricing, clearing, settlement, smart contracts, and liquidity for tokenized assets. The updated technology stack powering IDE and its specialized exchanges combines sovereign edge infrastructure with enterprise-grade AI and quantum-ready security: ● Available Networks SanQtum™ Platform (including SanQtum AI): Serves as the national security-grade zero-trust cybersecurity vault and decentralized, GPU-rich HPC edge network.

SanQtum provides post-quantum encryption (NIST-approved FIPS 203/ML-KEM, 204/ML-DSA, 205/SLH-DSA (all as defined below)) quantum key encryption to counter “harvest now, decrypt later” threats, AI-driven continuous threat monitoring/detection/response with automated isolation, and ultra-low-latency processing across synchronized micro-edge data centers.

Initial activations in high-density markets such as New York and Philadelphia (Q1 2026) form the foundation for planned nationwide expansion to 100 U.S. cities in 2026. ● IBM watsonx.ai Developer Studio : Powers the Company’s proprietary DataScore and DataValue AI agents, which perform real-time economic scoring, valuation, risk assessment, pricing, and tokenization decisions.

These agents operate subordinate to human oversight and governance at all times, with human executives, compliance teams, and domain experts retaining final authority.

IBM watsonx.ai governance tools ensure transparency, auditability, bias monitoring, explainability, and alignment with responsible AI standards. 3 Table of Contents ● Quantum-Secured Blockchain Technologies : Quantum-resilient and quantum-grade encryption layered with tamper-resistant blockchain ledgers provide immutable records and smart-contract execution for all tokenized assets and exchanges.

This integrated stack—edge-native AI from IBM watsonx.ai running on SanQtum’s sovereign, quantum-secure HPC infrastructure and trading via NYIAX’s trading platform, built on the Nasdaq Financial Framework—enables compliant, ultra-low-latency agentic data commerce at scale.

It directly supports the Company’s 2026 growth objectives while addressing the rising demand for trusted, regulated data and RWA ecosystems across biotech, fintech, sports & entertainment, healthcare, government, and beyond.

Acoustic Sciences Division Our Acoustic Sciences division delivers a proprietary fusion of proven wireless audio standards and pioneering data-over-sound technologies, creating transformative solutions for immersive audio experiences, secure data transmission, credentialing, and RWA tokenization.

ADIO® — Data Over Sound Platform Our Acoustic Sciences division now features a fusion of our multi-patented, spatial, multichannel, HD wireless sound transmission WiSA HT and WiSA E® technologies and the novel ADIO inaudible tone, data-over-sound, and mobile quick response technology we have acquired from EOS Technology Holdings Inc. (f/k/a Data Vault Holdings Inc.) (“EOS Holdings”).

WiSA E — Wireless Audio Technology In February 2025, the Company signed a strategic interoperability license agreement with Dolby Laboratories, allowing direct collaboration with system-on-chip providers to integrate patented WiSA E Express multichannel wireless audio software into Android and Linux-based streaming audio/visual (“A/V”) platforms.

This partnership enables wireless delivery of Dolby Atmos® immersive audio, with commercial deployments including the Sagemcom Video Soundbox set-top box platform (global shipments commenced December 2024, with continued expansion in 2025–2026).

Building on this foundation, Datavault launched the WiSA E Endeavour™ Receiver Module in September 2025 and advanced to WiSA Gen 2 software, delivering improved performance, lower latency, enhanced scalability for multi-speaker and commercial environments, and silicon-agnostic flexibility for original equipment manufacturers (“OEMs”).

The Company added nine new WiSA patents in 2025 (bringing the total issued or filed to 63) and engaged leading intellectual-property counsel to execute a global standards-based licensing campaign. These WiSA advancements integrate directly with ADIO technology (acquired via the Company’s purchase of intellectual property assets from EOS Holdings and related portfolios).

Key commercial milestones in 2025–2026 include: ● Live activations during Super Bowl LX weekend (February 2026) in partnership with NFL Alumni, including Radio Row engagements with SiriusXM, CBS Sports, and others, demonstrating real-time audience interaction, authenticated credentialing, and tokenized content via ADIO data-over-sound. ● Extension to live outdoor and large-scale events through the strategic acquisition of API Media (definitive agreement October 2025; closed January 23, 2026).

API Media brings proven media infrastructure, event technology solutions, digital media operations, audience intelligence, and revenue analytics expertise, directly expanding ADIO and WiSA capabilities into the live outdoor event market. ● Integration of CompuSystems, Inc. (“CSI”) (acquisition closed May 2025), a premier provider of event registration, lead retrieval, and data analytics services for major trade shows and conferences.

Item 1C. Cybersecurity . ​ Risk Management and Strategy ​ Datavault maintains a cybersecurity risk management program designed to identify, assess, and manage material risks arising from cybersecurity threats.

These threats include unauthorized access, disruption, or misuse of our information systems, networks, data, and the technology platforms we deploy for customers, such as our IDE, DataScore, DataValue, and related HPC and AI-driven solutions for data valuation, tokenization, digital twins, and secure monetization in Web 3.0 environments. Our risk management processes are integrated into our overall enterprise risk management framework.

We conduct ongoing assessments of cybersecurity threats, including those that could adversely affect the confidentiality, integrity, or availability of our systems or the data we process or store on behalf of customers.

These assessments consider internal and external factors, such as evolving threat landscapes, regulatory requirements (including data privacy and security laws), and the sensitivity of the assets involved in our data ownership, credentialing, and monetization services. We also evaluate risks associated with third-party service providers that support our operations.

A core component of our cybersecurity strategy is the deployment of advanced, purpose-built infrastructure to protect our technology platform. We partner with Available Infrastructure to utilize its SanQtum platform (including SanQtum AI), a national security-grade, zero-trust cybersecurity Platform-as-a-Service.

SanQtum serves as the cybersecurity vault for our operations, delivering: ● Zero-trust architecture aligned with National Institute of Standards and Technology (“NIST”), Department of Homeland Security (“DHS”), Cybersecurity and Infrastructure Security Agency (“CISA”), and Department of Defense) (“DoD”) standards, employing a least-privilege model to secure operational technology (“OT”), cyber-physical systems (“CPS”), endpoints, intellectual property, sensitive data, and proprietary AI models. 51 Table of Contents ● Post-quantum encryption .

We deploy NIST-approved quantum-resilient cryptographic protocols across the SanQtum™ platform to protect data in transit and at rest against both classical and quantum computing threats.

These protocols are based on the first three Federal Information Processing Standards (“FIPS”) finalized by the National Institute of Standards and Technology (“NIST”) in August 2024 and remain the core of federal and industry post-quantum migration guidance as of 2026: ● FIPS 203 – Module-Lattice-Based Key-Encapsulation Mechanism (ML-KEM, derived from CRYSTALS-Kyber) for secure key establishment and encryption; ● FIPS 204 – Module-Lattice-Based Digital Signature Algorithm (ML-DSA, derived from CRYSTALS-Dilithium) for digital signatures; and ● FIPS 205 – Stateless Hash-Based Digital Signature Algorithm (SLH-DSA, derived from SPHINCS+) for additional hash-based signature security.

Traditional public-key algorithms (such as RSA and elliptic-curve cryptography) that underpin most current internet and enterprise security are vulnerable to efficient attacks by cryptographically relevant quantum computers using Shor’s algorithm. NIST’s post-quantum standards are designed to resist such attacks while remaining computationally practical for real-world deployment.

This quantum-resilient layer directly counters the well-documented “harvest now, decrypt later” (“HNDL”) threat model, in which nation-state or other sophisticated actors collect encrypted data today with the intention of decrypting it once large-scale quantum computers become operational.

By applying these NIST-approved algorithms at every layer of SanQtum’s zero-trust architecture—including our distributed micro-edge data centers, multi-path communication fabric (fiber, SATCOM, and self-healing mesh wireless), and IBM watsonx.ai-integrated AI workloads—we ensure the long-term confidentiality, integrity, and authenticity of customer data, proprietary AI models, tokenized assets, digital twins, and real-time scoring/tokenization processes.

SanQtum’s implementation is explicitly engineered to meet or exceed DHS, CISA, and DoD-aligned zero-trust and post-quantum requirements, providing a sovereign, cloud-independent security foundation that scales with our national rollout.

We regularly assess emerging NIST guidance (including code-based backups such as HQC, which advanced in 2025) and maintain crypto-agility to incorporate additional standardized algorithms as they are finalized, ensuring our platform remains resilient as quantum capabilities evolve. ● AI-driven continuous threat monitoring, detection, and response, enabling real-time identification of vulnerabilities, automated isolation/lockdown of threats, and expulsion of malicious actors. ● Decentralized, redundant architecture across a distributed network of micro edge data centers (~45,000 potential points of presence), supported by multiple communication channels (including fiber, SATCOM, and self-healing mesh wireless) for resilience.

We have expanded our long-standing collaboration with IBM to run our flagship AI agents (DataScore and DataValue) and IDE solutions on the SanQtum AI platform, which integrates IBM’s watsonx.ai portfolio of AI products. This deployment creates a secured, multi-city edge AI network (initially activating in high-density markets such as New York and Philadelphia, with planned expansion to additional U.S. cities).

It enables cyber-secure, ultra-low-latency data storage, compute, real-time scoring, tokenization at the point of creation, and monetization—without reliance on public cloud infrastructure—while supporting regulatory compliance for tokenized assets, digital twins, and responsible AI use.

These technologies and partnerships allow us to deliver enterprise-grade protection tailored to the demands of regulated industries (e.g., finance, insurance, healthcare, biotechnology) and to scale our sovereign edge cloud responsibly. We regularly review and test these controls through internal evaluations, third-party assessments where appropriate, and alignment with industry standards.

We also maintain processes to oversee and identify material cybersecurity risks associated with third-party providers, including contractual requirements for security controls, periodic reviews, and incident-response coordination. To date, we have not experienced any cybersecurity incidents that have materially affected, or are reasonably likely to materially affect, our business strategy, results of operations, or financial condition.

We continue to invest in and evolve our program as our platform grows, consistent with our commitment to data privacy, integrity, and customer trust. 52 Table of Contents Governance ​ Our Board recognizes cybersecurity as a critical enterprise risk and exercises oversight primarily through the Audit Committee, which receives regular updates on cybersecurity matters, including risk assessments, strategy implementation, incident response readiness, and the effectiveness of controls.

Day-to-day responsibility for managing cybersecurity risks rests with our executive leadership team, led by the Chief Executive Officer and supported by senior technology, legal, and operations personnel.

These executives are responsible for implementing the risk management program, coordinating with third-party partners such as Available Infrastructure and IBM, ensuring alignment with business objectives, and escalating material issues to the Audit Committee and full Board as needed. Cross-functional teams across engineering, security, compliance, and product development contribute to identification, mitigation, and response efforts.

This governance structure ensures accountability at both the Board and management levels while supporting the integration of robust cybersecurity measures—anchored by SanQtum and IBM watsonx.ai—into our technology platform. ​

Item 2. Properties. ​ Facilities Our principal executive office is located at One Commerce Square, 2005 Market Street, Suite 2400, Philadelphia, Pennsylvania 19103 for which we lease 23,000 square feet.

We also have a lease for approximately 10,800 square feet at Beaverton, Oregon for research and development, production and sales and marketing personnel, 2,800 square feet of office space in Lisle, Illinois, 18,400 square feet of warehouse space in Lisle, Illinois, 2,800 square feet of office space in Atlanta, Georgia for research and development activities and an office space in London.

Item 3. Legal Proceedings. ​ On March 13, 2026, Datavault was named as a defendant in a lawsuit captioned, Li et al v. Datavault AI, Inc., Case No. 1:26-cv-02091, filed in the U.S. District Court for the Southern District of New York.

The complaint alleges breach of contract, conversion and that Datavault violated Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder. The complaint seeks monetary damages. The Company intends to defend the action. At this time, we are unable to predict the outcome of this action or reasonably estimate the range of possible losses.

Although we do not believe this matter will have a material adverse effect on our business, financial position, results of operations, or cash flows, we can provide no assurance that our business, financial position, results of operations or cash flows will not be materially adversely affected.

The approximate number of holders is based upon the actual number of holders registered in our records at such date and excludes holders in “street name” or persons, partnerships, associations, corporations, or other entities identified in security positions listings maintained by depository trust companies.