DataMeds AI, Inc.

false 0002030763 0002030763 2026-08-14 2026-08-14 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): August 14, 2026 DATAMEDS AI, INC. (Exact name of registrant as specified in its charter) Delaware 001-42530 93-3264234 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 3000 Bayport Drive Suite 950 Tampa , FL 33607 (Address of principal executive offices, including zip code) Registrant’s telephone number, including area code: (844) 203-6092 (Former name or former address, if changed since 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: ☐ 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, $0.0001 par value per share MEDS The Nasdaq Capital Market LLC 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 8.01. Other Events. As previously announced by Data MEDS AI, Inc. (the “ Company ”) and Datavault AI Inc., a Delaware corporation (“ Datavault ”), Datavault will be making a voluntary one-time distribution (the “ Distribution ”) of Dream Bowl 2026 Meme Coin tokens (such tokens, the “ Meme Coins ”) to the record holders of DataMEDS common stock, par value $0.0001 per share (such stock, the “ DataMEDS Common Stock ” and such record holders, the “ Record Holders ”) as of the close of business on August 7, 2026 (such date, subject to the right of Datavault’s board of directors (the “ Datavault Board ”) to change to a later date, the “ Record Date ”) as a token of appreciation for DataMEDS’s relationship with Datavault as a licensing partner. The Distribution will be (i) made on the basis of fifty (50) Dream Bowl 2026 Meme Coins for each one (1) share of DataMEDS Common Stock held by such Record Holders on the Record Date and (ii) paid beginning on September 9, 2026 (or such other date as determined by the 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 Meme Coins subject to satisfying the following conditions (the “ Payment Conditions ”): (i) setting up a digital wallet with Datavault; and (ii) completing, executing and submitting an opt-in agreement (the “ Opt-In Agreement ”), in which, among other things, you will be required to provide a valid and accurate Datavault digital wallet address for Datavault to deposit the Meme Coins. You must initiate the process of electing to receive your portion of the Distribution by setting up your digital wallet with Datavault and completing the Opt-In Agreement by navigating to http://www.dreambowlcoin.com/ (the “ Distribution Website ”) hosted by Datavault’s Information Agent, Alliance Advisors. On the Distribution Website, you will find, among other information, the following (collectively, with this letter, the “ Distribution Materials ”): (i) An FAQ regarding the Distribution. (ii) Instructions for setting up a digital wallet with Datavault. (iii) A form of Opt-In Agreement to be completed and executed by you and submitted to the Information Agent by uploading the completed and executed agreement via a secure link on the Distribution Website under the field “Upload Your Opt-In Agreement”. Commencing on August 17, 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 Holder holds its shares of 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 the Company 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 and by accessing the Distribution Website at http://www.dreambowlcoin.com/ . You can also scan the below QR Code to visit the Distribution Website where you can view and download the above-referenced Distribution Materials, set up a digital wallet with Datavault, and print, complete and submit your Opt-In Agreement. No vote is required by you to receive the Distribution, and you will not be required to pay anything to Datavault for the receipt of the Meme Coins in the Distribution. However, as a condition to the receipt of the Distribution, you must satisfy the Payment Conditions set forth above. You should also carefully review the FAQs on the Distribution Website and the risks and uncertainties described under the heading “Risk Factors” in the Opt-In Agreement. You should consult your own legal counsel regarding the terms of the Opt-In Agreement and your own tax advisor as to the particular tax consequences of the Distribution, including potential tax consequences under state, local, and non-U.S. tax laws. The foregoing summary of the Dividend 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 and (iii) frequently asked questions regarding the Dividend, copies of which are filed herewith as Exhibits 99.1, 99.2 and 99.3, 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 DataMEDS AI, Inc. (“ MEDS ,” 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 Dividend (including that the Board may