Table of Contents As filed with the U.S. Securities and Exchange Commission on December 19, 2025 Registration No. 333-290995 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Semnur Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 2836 98-1659463 (Primary Standard Industrial Classification Code Number) (I ...

Table of Contents As filed with the U.S. Securities and Exchange Commission on December 19, 2025 Registration No. 333-290995 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Semnur Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 2836 98-1659463 (Primary Standard Industrial Classification Code Number) Pa ...

Core Viewpoint - Datavault AI Inc. announces the distribution date of the Dream Bowl 2026 Meme Coin to eligible shareholders on December 24, 2025, as a gesture of appreciation for its partnership with Scilex Holding Company [1][4]. Group 1: Distribution Details - The distribution of the Meme Coin will occur on December 24, 2025, for eligible shareholders of Datavault AI and Scilex [1]. - Detailed instructions regarding wallet setup, token acquisition, and distribution process will be mailed to shareholders around December 12, 2025 [2]. - Eligible recipients must open a digital wallet with Datavault AI and sign an Opt-In Agreement to receive the Meme Coin [3]. Group 2: Token Characteristics - The Meme Coin is a digital collectible intended for personal, non-commercial use related to the Dream Bowl XIV event on January 11, 2026 [5]. - The coin does not confer any rights such as equity, voting rights, dividends, or profit-sharing in Datavault AI or any other entity [5]. - The Meme Coin will be tradable on Datavault AI's proprietary platform, Information Data Exchange, with trading expected to start around January 11, 2026 [6]. Group 3: Company Overview - Datavault AI is a leader in data monetization, credentialing, and digital interaction technologies, operating within the Web 3.0 environment [7]. - The company provides comprehensive solutions across various industries, including sports, entertainment, biotechnology, and fintech, leveraging patented technologies in audio and data science [7].

Core Viewpoint - Datavault AI Inc. is set to distribute the Dream Bowl 2026 Meme Coin to eligible equity holders on December 24, 2025, as a token of appreciation for its relationship with Scilex Holding Company [1][4] Group 1: Distribution Details - The distribution date for the Meme Coin is December 24, 2025, with a record date of November 25, 2025 [1] - Detailed instructions regarding wallet setup and token access will be mailed to stockholders on or about December 12, 2025 [2] - Eligible recipients must open a digital wallet and execute an Opt-In Agreement to receive the Meme Coins [3][4] Group 2: Characteristics of the Meme Coin - The Meme Coin is a digital collectible intended for personal, non-commercial use related to the Dream Bowl XIV event [6] - It does not confer any equity, voting, or ownership rights in Datavault AI or any other entity [6] - The Meme Coin is not designed as an investment or financial product and is limited to entertainment and event access [6] Group 3: Trading and Fees - The Meme Coins will be tradeable on Datavault AI's Information Data Exchange starting on or about January 11, 2026 [7] - Trading of Meme Coins will incur ordinary course trading fees based on transaction value [8] - There will be no fees for opening a digital wallet with Datavault AI for accepting the Meme Coins [8] Group 4: Company Overview - Datavault AI is a leader in AI-driven data experiences and monetization in the Web 3.0 environment [9] - The company provides solutions across multiple industries, including sports, entertainment, biotech, and healthcare [9] - Datavault AI's technology suite includes AI and Machine Learning automation, third-party integration, and detailed analytics [9]

Core Insights - Datavault AI has successfully closed the second tranche of equity financing with Scilex Holding Company, involving the issuance of a pre-funded warrant for approximately 263.91 million shares in exchange for about 1,237.6 Bitcoin [1][8] - The strategic investment aims to enhance Datavault's digital asset reserves, accelerate supercomputing infrastructure, support platform expansion, and create new revenue streams [2] - Datavault has granted Scilex an exclusive worldwide license for its AI-driven technology tailored for the biotech and biopharma industry, enabling the creation of a Biotech Exchange platform [3] Financial Details - The second tranche follows an initial investment in September 2025, valued at approximately $8 million in Bitcoin [1] - Under the licensing agreement, Datavault will receive a nonrefundable upfront license fee of $2.5 million in four installments, totaling $10 million, and is eligible for sales milestone payments up to $2.55 billion [4] Leadership Commentary - Scilex CEO Henry Ji expressed confidence in the collaboration, highlighting the alignment of Datavault's technologies with the biotech sector's needs for advanced data analytics and supercomputing power [5] - Datavault CEO Nathanial Bradley welcomed Scilex as a major stockholder, emphasizing the shared vision for leveraging digital assets to capture market share in the biotech sector [5] Company Overview - Datavault AI specializes in AI-driven data experiences and asset monetization in the Web 3.0 environment, offering solutions across various industries including biotech, fintech, and healthcare [6][7] - The company’s technology suite includes customizable AI and Machine Learning automation, detailed analytics, and marketing automation [9]

Core Viewpoint - Datavault AI Inc. is set to distribute Dream Bowl 2026 Meme Coins to eligible equity holders, with a record date of November 25, 2025, and no ex-dividend date expected from Nasdaq [1][2]. Group 1: Distribution Details - The distribution of Dream Bowl 2026 Meme Coins is a voluntary gesture of appreciation towards Scilex Holding Company, which is a stockholder and co-sponsor of the Dream Bowl XIV event [2]. - Eligible record equity holders of Datavault AI must hold shares as of the record date to receive the distribution [1]. - The Dream Bowl 2026 Meme Coins will be airdropped to Data Vault® wallets after the payment date, contingent upon recipients opting in and setting up a digital wallet [3]. Group 2: Board of Directors' Authority - The Board of Directors of Datavault AI retains the right to change the record date and payment date for the distribution at any time prior to the actual payment date [4]. - The payment of the distribution is conditional upon the Board not revoking the distribution prior to the payment date, particularly in the event of a material change to the company's solvency or surplus analysis [4]. Group 3: Company Overview - Datavault AI is a leader in AI-driven data experiences and asset monetization within the Web 3.0 environment, offering a cloud-based platform with solutions across various industries [6]. - The company’s technology suite includes patented technologies in its Acoustic Science Division and leverages high-performance computing in its Data Science Division for secure monetization and data valuation [6]. - Datavault AI's offerings include customizable solutions with AI and Machine Learning automation, third-party integration, and detailed analytics [6].

Core Insights - Oramed Pharmaceuticals Inc. reported a strong financial performance for the nine months ended September 30, 2025, with total assets increasing by 42% to $220.5 million [1][7] - The company achieved a net income of $65 million, a significant turnaround from a net loss of $6.1 million in the same period last year, primarily due to cash returns from Scilex Holding Company and unrealized gains from investments in Alpha Tau Medical Ltd. [3][4][7] Financial Highlights - Net income (pre-tax) reached $65.0 million, compared to a net loss of $6.1 million in the same period last year [7] - The company completed a full repayment from Scilex, receiving approximately $27 million during the period, totaling $100 million in principal return from this strategic investment [4][7] - Basic earnings per share were reported at $1.30, while diluted earnings per share were $1.26 [7] - Total assets grew from $155.3 million to $220.5 million year-over-year, marking a 42% increase [7] - Research and Development (R&D) expenses decreased from $4.9 million to $4.4 million, while General and Administrative (G&A) expenses increased from $4.3 million to $5.0 million [7] Management Commentary - CEO Nadav Kidron emphasized that the disciplined investment strategy is yielding strong results, providing the company with greater financial flexibility to pursue strategic opportunities while advancing its oral drug delivery platform [4]

Core Insights - Datavault AI Inc. reported strong revenue growth and significant advancements in global partnerships and licensing for real-world asset tokenization [1][4][5] Financial Performance - Revenue for Q3 2025 increased by 148% year-over-year to $2.9 million, and rose 67% sequentially compared to Q2 2025, indicating robust growth in high-growth verticals [2][7] - The company raised its FY 2025 revenue guidance to a minimum of $30 million and projected FY 2026 revenue to exceed $200 million, driven by scaling operations and licensing model monetization [8] Strategic Partnerships and Expansion - Datavault AI signed a $10 million exclusive worldwide licensing agreement with Scilex Holding Company to monetize genomic, DNA, and therapeutic data assets [8] - The company entered into MOUs and partnerships with key enterprises, including Korea Aerospace University and Burke Products, to integrate its IP in aerospace and defense sectors [8] - Datavault is actively engaged in contract negotiations worldwide with RWA owners to tokenize various assets, representing a multi-trillion-dollar addressable market [8] Licensing Pipeline and Market Position - The CEO highlighted that each signed contract not only generates immediate revenue but also establishes a potential recurring licensing stream, positioning Datavault as a key player in the tokenization of real-world assets [5][8] - The company is leveraging its patented IP and scalable business model to become a central infrastructure partner in transforming real-world assets into monetized digital value [5][8]

Core Points - Datavault AI Inc. has announced a special distribution of Dream Bowl Draft meme coins to eligible shareholders of Scilex Holding Company and Datavault AI, with a record date set for November 25, 2025 [1][3] - Each shareholder will receive one exclusive commemorative digital collectible for every share held, which includes features such as proof of ownership and embedded ticket information [3] - The ex-dividend date for DVLT and SCLX common stock is November 24, 2025, and short sellers must return borrowed shares by this date to avoid a "naked short" status [2] Company Overview - Datavault AI leads the development of AI-driven data experiences, asset valuation, and monetization in the Web 3.0 environment, integrating acoustic science and data science into a comprehensive cloud platform [4] - The company offers solutions across various industries, including sports entertainment, biotech, education, fintech, real estate, healthcare, and energy, utilizing patented technologies for high-performance computing [4] - Datavault AI's technology suite supports customizable features, including AI and machine learning automation, third-party integration, and marketing automation services [4]

Core Insights - Datavault AI Inc. has made significant advancements in financial performance, technology platform, and international business expansion, emphasizing its commitment to creating measurable shareholder value through innovation and partnerships [1][8]. Financial and Capital Outlook - The company reported a revenue of $1.7 million for Q2 2025, representing a year-over-year increase of approximately 467% compared to Q2 2024 [6]. - For 2026, Datavault aims to achieve an annual revenue target of $40 million to $50 million, driven by its acoustic and data science divisions [6]. - Datavault has entered into a strategic investment agreement with Scilex Holdings for $150 million, pending shareholder approval [6]. - The company has submitted an S-3 shelf registration statement to enhance financial flexibility and support capital market operations [6]. Strategic Partnerships and Licensing - Datavault signed a memorandum of understanding with Korea Aerospace University to utilize quantum and digital twin technologies for digital pilot certification and simulation training [6]. - A partnership with Burke Products has been established to integrate Datavault's technology into key applications in the aerospace and defense sectors [6]. - The company has signed a global exclusive licensing agreement worth approximately $10 million with Scilex Holding Company for the tokenization and commercialization of genomic, DNA, and therapeutic data assets [6]. Technology and Product Development - Datavault is launching a project at Rodney's Comedy Club to deploy its VerifyU certification platform, Joke Token blockchain reward system, and ADIO sound wave data transmission technology for live audience demonstrations [6]. - The VerifyU™ platform aims to address identity and credential verification challenges using blockchain and AI technologies [6]. - The company has developed patented audio-triggered data collection technology, SyncIN, to enhance its product offerings [6]. - Independent trading platforms, including Information Data Exchange® and NIL Exchange®, have been established and are entering the launch phase [6]. Market Positioning and Brand Momentum - Datavault has established itself as a leader in the "AI + Web3" data monetization space, as reported by global financial media [6]. - The company is expanding its business pipeline across North America, Europe, and Asia, converting technology into growth and partnerships into sustainable value [8]. - The company emphasizes that its achievements extend beyond quarterly progress, outlining a sustainable economic blueprint based on authenticity, transparency, and verification mechanisms [8]. Global Business Expansion - Datavault is actively pursuing global business expansion, covering markets in Zurich, London, Taiwan, Japan, South Korea, Hong Kong, and the United States, including data monetization in Atlanta and acoustic monetization in Portland [11].