--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-006304" form_type: "8-K" ticker: "DVLT" cik: "0001682149" company_name: "Datavault AI Inc." filed_at: "2023-01-25T23:59:59+00:00" generated_at: "2026-06-20T09:33:42.270103+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # WiSA shareholders approve reverse stock split up to 1:100 and amended 2018 LTIP ## Summary - Proposal 1 passed: 43.1M For, 3.2M Against to authorize reverse split ratio 1:5 to 1:100 at board discretion. - Proposal 2 passed: 33.1M For to increase FY2023 annual LTIP share limit to 15% of outstanding and allow quarterly calculations. - Proposal 3 passed: 35.3M For to approve securities purchase agreement and related warrant/conversion transactions (20%+ dilution). - Each proposal had broker non-votes of 806,223 on Proposals 2 and 3; meeting quorum held with 46.3M shares present. ## SEC filing metadata - accession: 0001104659-23-006304 - form_type: 8-K - ticker: DVLT - cik: 0001682149 - company_name: Datavault AI Inc. - filed_at: 2023-01-25T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1682149/000110465923006304/0001104659-23-006304-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1682149/000110465923006304/tm234323d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-006304 - JSON: https://secwatch.observer/filing/0001104659-23-006304.json - Plain text: https://secwatch.observer/filing/0001104659-23-006304.txt ## Key facts - Shareholder Votes Datavault AI Inc. shareholders approved Approval of transactions contemplated by securities purchase agreement and related documents at the 2023-01-24 meeting. - Proposal: merger approval - Outcome: passed - Meeting: 2023-01-24 source text: Proposal 3 – Stockholders approved the transactions contemplated by or in relation to that certain securities purchase agreement, entered into as of August 15, 2022, by and between the Company and the institutional investor party thereto (the “Purchase Agreement”), and the transaction documents related thereto, including, without limitation, for purposes of The Nasdaq Stock Market LLC Rule 5635(d), the issuance of 20% or more of our outstanding shares of Common Stock upon (i) conversion of the senior secured convertible note due August 15, 2024, as amended, (ii) exercise of the common stock purchase warrant, dated August 15, 2022, issued to such investor by the Company pursuant to the Purchase Agreement, and (iii) exercise of certain warrants issued in connection with a waiver received from certain provisions of the Purchase Agreement. The final voting results for Proposal 3 were as follows: For Against Abstain 35,257,952 4,775,817 5,439,986 There were 806,223 broker non-votes for Prop evidence_url: https://www.sec.gov/Archives/edgar/data/1682149/000110465923006304/0001104659-23-006304-index.htm - Shareholder Votes Datavault AI Inc. shareholders approved Amendments to 2018 Long-Term Stock Incentive Plan to increase annual share limit and permit quarterly calculations at the 2023-01-24 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-01-24 source text: Proposal 2 – Stockholders approved certain amendments to the Company’s 2018 Long-Term Stock Incentive Plan (the “LTIP”) to: (i) increase the annual share limit of Common Stock that may be issued in any single fiscal year only for the 2023 fiscal year under the LTIP from 8% of the shares of Common Stock outstanding to 15% of the shares of Common Stock outstanding (which amount equates to the maximum amount that may be issued in the aggregate under the LTIP),; and (ii) permit immediately quarterly calculations based on the number of shares of Common Stock outstanding as of the first trading day of each fiscal quarter, rather than solely as of the first trading day of the fiscal year. The final voting results for Proposal 2 were as follows: For Against Abstain 33,070,432 7,035,733 5,367,590 There were 806,223 broker non-votes for Proposal 2. evidence_url: https://www.sec.gov/Archives/edgar/data/1682149/000110465923006304/0001104659-23-006304-index.htm - Shareholder Votes Datavault AI Inc. shareholders approved Amendment to certificate of incorporation to effect reverse stock split at ratio of one-for-five to one-for-one hundred at the 2023-01-24 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2023-01-24 source text: Proposal 1 – Stockholders approved an amendment to the Company’s certificate of incorporation, as amended, to effect a reverse stock split of all outstanding shares of Common Stock by a ratio in the range of one-for-five to one-for-one hundred, to be determined in the the sole discretion of the Board of Directors of the Company. The final voting results with respect to Proposal 1 were as follows: For Against Abstain 43,066,485 3,201,097 12,396 evidence_url: https://www.sec.gov/Archives/edgar/data/1682149/000110465923006304/0001104659-23-006304-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.