Datavault AI Inc.

To the Board of Directors and Shareholders of

Datavault AI Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Datavault AI Inc. (a Delaware Corporation) and its subsidiaries (the“Company”), as of December 31, 2025 and 2024, and the related consolidated statements of operations, convertible redeemable preferred stock and stockholders’ equity (deficit), and cash flows for each of the two years in the period ended December 31, 2025, and the related notes (collectively referred to as the“consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These consolidated financial statements are the responsibility of the entity’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue Recognition—Patent and intellectual property licensing arrangements

As described in Note 1 to the consolidated financial statements, the Company generates revenue from contracts with customers, including patent and intellectual property licensing arrangements. Certain of these contracts are with related parties. We identified revenue recognition for patent and intellectual property licensing arrangements as a critical audit matter. Patent and intellectual property licensing revenue requires significant judgment in determining the nature of the license and the appropriate timing of revenue recognition under ASC 606. Performance obligations within patent and intellectual property licensing arrangements are identified based on the promises to transfer intellectual property rights to customers. Management must evaluate whether a license provides a right-to-use or right-to-access functional intellectual property, impacting the timing of revenue recognition. This determination requires judgment based on contractual terms and conditions, including whether the Company is required to undertake ongoing activities that significantly affect the underlying intellectual property. Changes in these judgments could have a significant impact on the amount and timing of revenue recognized.

The principal considerations for our determination that revenue recognition related to patent and intellectual property licensing is a critical audit matter were the judgment required to evaluate management’s identification of performance obligations, assessment of the nature of patent licenses, and determination of the appropriate timing of revenue recognition, as well as the extent of auditor effort required to evaluate the related audit evidence.

Addressing this matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included obtaining an understanding of the design of controls over the revenue recognition process, including controls related to contract review and identification of performance obligations. Our procedures also included, among others, reviewing and evaluating a sample of patent and intellectual property license agreements, assessing management’s conclusions regarding whether the licenses represent right-to-use or right-to-access arrangements, and evaluating the timing of revenue recognition based on the contractual terms. In addition, we evaluated audit evidence supporting the existence of enforceable contracts and assessed factors relevant to collectability, including contractual payment terms and customer-specific information, to determine whether revenue was recognized in accordance with ASC 606.

/s/BPM LLP

We have served as the Company’ s auditor since 2016.

San Jose, California

March 18, 2026