DHCA Shareholder/Stockholder Letter Transcript:
ANNUAL REPORT TO
SHAREHOLDERS
THIS ANNUAL REPORT IS BEING FURNISHED TO SHAREHOLDERS OF BRAND
ENGAGEMENT NETWORK INC. (BEN) PURSUANT TO THE REQUIREMENTS OF RULE
14A-3 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
BEN WILL MAIL WITHOUT CHARGE, UPON WRITTEN REQUEST, A COPY OF OUR
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2024,
INCLUDING THE FINANCIAL STATEMENTS AND LIST OF EXHIBITS, AND ANY EXHIBIT
SPECIFICALLY REQUESTED. REQUESTS SHOULD BE SENT TO:
Brand Engagement Network Inc.
300 Delaware Ave, Suite 210
Wilmington, DE 19801
Attn: Investor Relations
The Annual Report is also available at https://investors.beninc.ai/financial-information/sec-filings.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report contains forward-looking statements within the meaning of the federal securities laws.
Forward-looking statements generally relate to future events or our future financial or operating performance. In
some cases, you can identify forward-looking statements because they contain words such as aims, anticipates,
believes, contemplates, continue, could, estimates, expects, forecast, guidance, intends, may,
plans, possible, potential, predicts, preliminary, projects, seeks, should, target, will or would or the
negative of these words, variations of these words or other similar terms or expressions that concern our
expectations, strategy, plans, or intentions. Such forward-looking statements are subject to certain risks,
uncertainties and assumptions relating to factors that could cause actual results to differ materially from those
anticipated in such statements, including, without limitation, the following:
our ability to develop and attain market acceptance for our products and services;
our ability to maintain the listing of our securities on Nasdaq and to regain compliance with Nasdaq listing
standards;
the attraction and retention of qualified directors, officers, employees and key personnel;
our need for additional capital and whether additional financing will be available on favorable terms, or at
all;
the lack of a market for our Common Stock and Public Warrants and the volatility of the market price and
trading price for our Common Stock and Public Warrants;
the impact of lawsuits and other litigation matters on our business, including the AFG Lawsuit (as defined
below).
our limited operating history;
the length of our sales cycle and the time and expense associated with it;
our ability to grow our customer base;
our dependency upon third-party service providers for certain technologies;
competition from other companies offering artificial intelligence products that have greater resources,
technology, relationships and/or expertise;
our ability to compete effectively in a highly competitive market;
our ability to protect and enhance our corporate reputation and brand;
our ability to hire, retain, train and motivate qualified personnel and senior management and our ability to
deploy our personnel and resources to meet customer demand;
our ability to grow through acquisitions and successfully integrate any such acquisitions;
the impact from future regulatory, judicial, and legislative changes in our industry;
increases in costs, disruption of supply or shortage of materials, which could harm our business;
our ability to successfully maintain, protect, enforce and grow our intellectual property rights;
our future financial performance, including the ability of future revenues to meet projected annual
bookings;
our ability to forecast and maintain an adequate rate of revenue growth and appropriately plan our
expenses;
our ability to generate sufficient revenue from each of our revenue streams; or
other risks, uncertainties and factors set forth LQ our annual report on Form 10-K, as filed with the
Securities and Exchange Commission on March 31, 2025 ("10-K"), including those set forth under the
section titled Risk Factors.
The foregoing factors should not be construed as exhaustive and should be read together with the other
cautionary statements included in our 10-K. If one or more events related to these or other risks or uncertainties
materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we
anticipate. Many of the important factors that will determine these results are beyond our ability to control or predict.
Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking
statement speaks only as of the date on which it is made, and, except as otherwise required by law, we do not
undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new
information, future developments or otherwise. New factors emerge from time to time, and it is not possible for us
to predict which will arise. In addition, we cannot assess the impact of each factor on our business or the extent to
which any factor, or combination of factors, may cause actual results to differ materially from those contained in any
forward-looking statements.
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Business
Overview
We are a generative AI ( GenAI ) company specializing in conversational AI solutions. Through our secure,
human-like AI agents ( AI Agents ), available in different modalities, we seek to transform consumer engagement
and elevate customer experience, productivity, and business performance. Our AI Agents are built on 16+ advanced
AI modules spanning perception, understanding, and response, with advanced capabilities in natural language
processing ( NLP ), multisensory awareness, sentiment and environmental analysis, and real-time individuation
and personalization. Our conversational AI solutions are tailored to meet the unique needs of our business
customers - from AI Agent customization in look, sound, and feel, to conversation design, business system
integration, and cross-platform execution.
We were originally formed in 2018 with the intention of disrupting the traditional mailing system through a
uniquely secure, personalized electronic communication network. Although we still seek the same core goal of
giving consumers more control over their data, we have refocused our product development on secure and
personalized communications between customers and businesses with the new vision of enabling more meaningful
interactions and engaging experiences. In 2023, we consummated our acquisition of DM Lab Co., LTD ( DM Lab ),
through which we acquired our first AI Agent prototype. Today we are piloting a scalable and configurable platform
that creates, deploys and manages human-like AI Agents, where each assistant is tailored for a specific intended
purpose and trained on approved data provided by our customers.
Our initial focus has been on our healthcare and automotive applications for our AI Agents. We continue to
pursue these verticals, developing and implementing our conversational AI solutions to help bridge resource gaps,
enhance efficiencies, and enrich decision-making. Recognizing the broader potential of AI-powered engagement,
we have expanded our development focus into advertising and media, introducing conversational AI to transform
brand messaging into interactive, dynamic experiences that deepen consumer engagement. By continuously
refining our technology and expanding its applications, we aim to redefine human-AI interaction across industries.
We aim to ensure our AI solutions operate effectively across cloud, on-premises, and hybrid environments,
supporting seamless integration with our customer s systems, which includes advancing our technology to deploy
our multimodal AI Agents within native apps, kiosks, and software development kit integrations. We believe that by
focusing on the intersection of personalization, customization, and configuration, we can push the boundaries of AI,
delivering a versatile and multi-capable agentic solution that enhances value for both businesses and their
customers.
As a pre-revenue business, revenue generated in 2023 and 2024 was minimal, and we generated minimal
revenues in 2022, which were attributable to beta testing of a mobile advertising platform under an exploratory
business model that was discontinued. In November 2023, we obtained our first customer in the healthcare industry
through our entry-level community cloud AI Agent offering. In 2024, we broadened our customer base by launching
AI Agent pilots with five additional healthcare companies. Alongside these pilots, we formed commercial
partnerships with two healthcare technology companies and an audiovisual media branding company to expand
awareness, sales opportunity, and technological capabilities internationally.
We offer a customizable human-like AI Agent that can enhance customer engagement while delivering a
secure, consistent and effective message for vertically-focused end markets. We aim to connect to clients real time
data systems for access to customer specific files, accounts and records to provide meaningful personalized
information to our clients customers from an approved data set, while maintaining compliance with applicable
privacy and data protection laws and regulations. Additionally, we will seek to offer tools to help our clients
customers manage their personal data and conversations.
Our AI Agents seek to emulate a discussion between the customers of our clients and our AI Agents as a
way of enhancing the user experience by creating a more meaningful interaction. Our platforms are designed to
quickly train and deploy the AI Agents into customer defined environments on multiple device types and
engagement modes on the Web (desktop, mobile and app), the phone (voice and text) and installed to meet
consumers in the physical world through kiosks. By meeting the consumers where they are and allowing
interactions to occur on their preferred devices, our applications can be more easily and broadly adopted by the
market. Furthermore, we aim to integrate with our customers business backend systems, such as customer
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relationship management, enterprise resource planning, and Internet of Things ( IoT ) systems within our fullstack. In addition, by providing customers a human-like interface and a secure environment through
multi-modDl communication, we believe we are able to deliver scaled solutions for industries impacted by labor
and cost burdens and whom have a desire to increase engagement with their customers.
AI Agents. We have assembled our technology components to create an integrated AI Agent that enables
us to provide a seamless consumer-facing experience for our clients complete with our proprietary configurable
safety and security features. Our customizable AI Agents are integrated into our clients environment and train on
their internal data to provide a broad array of customer service and education solutions for our clients interactions
with their current and potential customers. Our AI Agents are designed to work with several existing large language
models ( LLMs ), including Anthropic LLM and Llama 2 LLM to configure and personalize our AI Agents responses
to consumer inquiries to create client-specific solutions. We believe in the benefits of small footprint LLMs that work
in tandem with other data retrieval and data processing techniques that seek to ensure a safe environment as well
as minimize the required computations needed to achieve a human-like experience. Our AI Agents can change
their dialogue, conversation design, personality and appearances based on the specific needs of our customers
and the consumer environments in which they operate. Our AI Agents can be offered to our clients customers
through mobile apps, desktops or laptops, as well as through in-store life-size kiosks and SDK integrations and are
designed to be deployed in a fully ringfenced environment.
Differentiation Through Configurable Safety and Security. We believe the primary differentiation of our
AI Agents is the ability to reduce bias and minimize hallucinations, filtering for inappropriate inputs and responses
and managing customer identity resolution. We implement retrieval-augmented generation, a process of optimizing
the output of a LLM, so it references an authoritative knowledge base outside of its training data sources before
generating a response, and focus on embedding techniques for retrieval. We utilize pre-trained foundation models,
which we do not train ourselves, and augment such models with our carefully curated knowledge bases. Our belief
in our ability to reduce bias and minimize hallucinations is based on:
High-Quality Knowledge Base: We maintain a carefully vetted and regularly updated knowledge base to
provide accurate, current information. The information is generally provided to us by our clients who utilize
their own experts in their corresponding fields.
Sophisticated Retrieval Mechanisms: Our retrieval system is designed to find the most relevant and reliable
information for each query.
Careful Curation of Retrieved Information: We prompt the foundation model to base its responses primarily
on the retrieved information, reducing the likelihood of generating unfounded statements.
Uncertainty Communication: We implement prompting strategies that encourage the model to express
uncertainty when retrieved information is insufficient or ambiguous. Our prompting strategies are triggered
whenever our systems detect that the safety threshold is too low.
Additionally, we expect to implement data anonymization techniques to safeguard against proprietary data
leakage to third-party LLMs. Our platform has been designed with a middle layer that performs these configurable
safety functions without inducing delay in the overall experience. If desired, the responses will only come from a
select dataset that has been ingested while still providing a natural conversation to the user with appropriate natural
language responses. In addition, all conversations or sessions can be transcribed and further analyzed to audit the
system and the dialogues for continuous monitoring of the configurable safety and security protocols of our
platforms.
Customization, Configuration, and Optimization. Our AI Agents can enable substantial variations in
customer experiences. ASR, TTS, and NLP can be tweaked for tone, cadence, personality, emotions and other
auditory features. The voices used in our AI Agents can be matched with broad variations of agent appearance
design with customized ethnicity, skin tone, facial features, and other physical attributes. AI Agents can be dressed
in broad variations of outfits appropriate for the application, such as a nurse s scrubs, auto repair uniform, formal
business attire, casual-friendly attire, and other profession-appropriate attire. NLP can be configured to provide
various levels of responses appropriate for the audience, including comprehensive, detailed, and technical
responses to assist a doctor or a nurse or concise responses using commonly spoken vocabulary to assist a
consumer.
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Deployment. Our modular architecture enables source data to be ingested for training and response
generation in a few hours through a standardized data interface. Once a dataset has been ingested by the
application, dialogue management can begin with several tactics and methods to reduce the learning period of the
AI Agent. Our unique approach of using statistical methods combined with more intuitive methods can accelerate
the training of our AI Agents significantly. The deployment of the AI Agent meets our customers where they are
by having a combination of cloud-based, server-based and local-device-based functionality. Deployments of our AI
Agents can be completely optimized to take advantage of the dataset, solution environment, device hardware and
operating systems and existing IT infrastructure. Furthermore, our AI Agents are designed to be quickly deployed
into customer defined environments on multiple device types and engagement modes on the web (desktop, mobile
and app), the phone (voice and text) and installed to meet consumers in the physical world through kiosks.
Use Cases. We have recently debuted the following use cases for our AI Agents, which we intend to pilot
with our customers:
Automotive Assistants:
Web AI Agent: A solution for transforming the online experience for dealership customers. By understanding
customer needs and preferences, our AI Agent works in tandem with the sales team to provide enhanced
customer experiences online that carry through to the dealership.
In-Vehicle Experience: Connecting directly with vehicle data, mobile application, and contextual information
to provide drivers with engaging experiences, providing relevant and meaningful engagement opportunities
from automotive vertical participants.
Sales AI Agent: Available on life-size kiosks, and offers uniformity and personalization to each customer
through an intuitive interface. This integration ensures a smooth transition from online browsing to in-person
dealership experience.
Service AI Agent: Designed to enhance the way customers interact with automotive service departments
by combining proprietary cutting-edge AI and an intuitive interface to deliver enhanced customer service
experiences for consumers requiring vehicle maintenance, booking appointments and those who want to
learn more about service options and service programs.
Technician AI Agent: Offering real-time guidance, know-how and information to automotive technicians,
safeguarding original equipment manufacturer ( OEM ) compliance and serving as a vital partner in the
garage.
Healthcare Assistants:
Drug Adherence AI Agent: Providing educational assistance to patients concerning newly prescribed or
existing medications, including administration methods, with the goal of driving drug adherence and
improving disease management.
Vaccine AI Agent: Providing vaccine education and scheduling assistance for seasonal vaccines like the
flu and COVID-19, as well as age-related vaccines such as human papillomavirus, herpes
]RVWHU
VKLQJOHV and other potential vaccines.
Health Insurance AI Agent: Supporting healthcare insurance, Medicare Advantage, information, and
decision support.
Chronic Disease Management AI Agent: Designed to support chronic disease management, with a
current focus on type 2 diabetes, rheumatology, and behavioral health.
In the future, we expect to increase the number of use cases for our AI Agents in the automotive and
healthcare markets, as well as in new markets to which we intend to expand, such as financial services.
The AI Industry
We operate within the generative AI industry, a rapidly advancing segment within the broader AI market,
positioned at the intersection of machine learning, deep learning, and natural language processing. Our
conversational AI solutions allow us to target a total addressable market that is estimated to be worth $10 billion
and is poised to grow to $47 billion1 by 2030, as substantiated by third-party industry reports and comprehensive
studies related to our target sectors.
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https://www.statista.com/statistics/1552183/global-agentic-ai-market-value/
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11/6/2025 Letter Continued (Full PDF)