Corvex replaces RBSM with BDO as auditor

Corvex, Inc. changed its independent auditor following its March 19, 2026 merger, dismissing RBSM LLP and appointing BDO USA, P.C. for the fiscal year ending December 31, 2026.

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(High)

Filing Sentiment

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Form Type

8-K

Rhea-AI Filing Summary

Corvex, Inc. changed its independent auditor following its March 19, 2026 merger, dismissing RBSM LLP and appointing BDO USA, P.C. for the fiscal year ending December 31, 2026. RBSM’s audit report on the 2025 financial statements contained an explanatory paragraph about Corvex’s ability to continue as a going concern.

The filing states there were no disagreements with RBSM on accounting, disclosure, or audit procedures, and no additional reportable events beyond previously disclosed material weaknesses in internal control over financial reporting. Those weaknesses involved an ineffective control environment, including insufficient qualified personnel and incomplete implementation of COSO control components. Corvex reports it did not consult BDO on accounting matters before the engagement; BDO previously audited Corvex Legacy Holdings, Inc. prior to the merger.

Positive

None.

Negative

Going concern emphasis in 2025 audit report – RBSM’s opinion on Corvex’s December 31, 2025 financial statements included an explanatory paragraph about the company’s ability to continue as a going concern, highlighting financial uncertainty.
Material weaknesses in internal control over financial reporting – Corvex previously identified significant control deficiencies, including an ineffective control environment, insufficient qualified personnel, and gaps across multiple COSO framework components, which can affect financial reporting reliability.

Insights

Auditor switch follows merger amid going concern and control issues.

Corvex, Inc. is replacing RBSM LLP with BDO USA, P.C. as independent auditor for the 2026 fiscal year, aligning the combined company with the legacy Corvex auditor after the March 19, 2026 merger. The company characterizes the change as Audit Committee–approved and not driven by disagreements.

RBSM’s audit opinion on the 2025 financial statements included a going concern explanatory paragraph, signaling substantial doubt about Corvex’s ability to continue operating. The company also previously disclosed material weaknesses in internal control over financial reporting, citing an ineffective control environment and incomplete adoption of COSO framework components.

The combination of a going concern emphasis and unresolved material weaknesses is a meaningful risk signal for investors evaluating financial statement reliability. Future annual and quarterly reports for periods ending after December 31, 2025 will show whether Corvex and BDO report progress on remediation and whether the going concern language persists or is removed.

8-K Event Classification

2 items: 4.01, 9.01

2 items

Item 4.01 Changes in Registrant's Certifying Accountant Governance

The company changed its independent auditing firm, which may involve disagreements on accounting matters.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Auditor change approval date: April 27, 2026 Merger closing date: March 19, 2026 RBSM audit fiscal year: Year ended December 31, 2025 +2 more

5 metrics

Auditor change approval date April 27, 2026 Audit Committee approved dismissal of RBSM and engagement of BDO

Merger closing date March 19, 2026 Change in auditor occurred in connection with merger closing

RBSM audit fiscal year Year ended December 31, 2025 RBSM’s report included a going concern explanatory paragraph

BDO engagement fiscal year Year ending December 31, 2026 BDO appointed as independent auditor for this fiscal year

RBSM response letter date April 28, 2026 Filed as Exhibit 16.1 and incorporated by reference

Key Terms

going concern, material weaknesses, internal control over financial reporting, COSO framework, +1 more

5 terms

going concern financial

"included an explanatory paragraph regarding the Company’s ability to continue as a going concern"

Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.

material weaknesses financial

"except for the material weaknesses previously disclosed in the Company’s Annual Report"

Material weaknesses are significant flaws in a company’s systems for ensuring its financial reports are accurate and reliable. Like a broken lock on a safe, they increase the chance that financial statements contain big errors or omissions, which can mislead investors about performance and risk; discovering one often raises questions about management oversight, may lead to restated results, and can affect investor confidence and a company’s valuation.

internal control over financial reporting financial

"material weaknesses in its internal control over financial reporting stemming from control deficiencies"

Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.

COSO framework financial

"did not maintain the other components of the COSO framework, including appropriate risk assessment"

reportable event regulatory

"or (b) reportable events requiring disclosure pursuant to Item 304(a)(1)(v) of Regulation S-K"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What auditor change did Corvex, Inc. (MOVE) disclose in this 8-K?

Corvex’s Audit Committee dismissed RBSM LLP and appointed BDO USA, P.C. as its independent registered public accounting firm for the fiscal year ending December 31, 2026. BDO previously served as auditor for Corvex Legacy Holdings, Inc. before the merger closed on March 19, 2026.

Did RBSM’s 2025 audit opinion for Corvex (MOVE) include a going concern paragraph?

Yes. RBSM’s audit report on Corvex’s consolidated financial statements for the year ended December 31, 2025 included an explanatory paragraph about the company’s ability to continue as a going concern. The opinion was otherwise unqualified regarding scope, principles, or uncertainty.

Were there disagreements between Corvex (MOVE) and RBSM leading to the auditor change?

The filing states there were no disagreements with RBSM on accounting principles, financial statement disclosure, or audit scope or procedures during 2025 and through the change date that would have required mention in RBSM’s reports. No new reportable events were disclosed beyond prior control weaknesses.

What internal control issues did Corvex (MOVE) report in connection with its auditor change?

Corvex referenced previously disclosed material weaknesses in internal control over financial reporting. These involved an ineffective control environment, too few personnel with appropriate expertise, and incomplete implementation of COSO components like risk assessment, control activities, information and communication, and monitoring activities.

Did Corvex (MOVE) consult BDO before appointing it as auditor?

The company states that during its two most recent fiscal years and through April 27, 2026, neither Corvex nor anyone acting on its behalf consulted BDO on accounting principles, proposed transactions, audit opinions, or other reportable events or disagreements. BDO nonetheless audited Corvex Legacy Holdings, Inc. before the merger.

What did Corvex (MOVE) request from RBSM after dismissing it as auditor?

Corvex provided RBSM a copy of this report and asked for a letter to the SEC indicating whether RBSM agrees with the company’s disclosures. RBSM’s response letter dated April 28, 2026 is filed as Exhibit 16.1 and incorporated by reference.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/28/2026 - 05:04 PM EDT

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): April 27, 2026

CORVEX, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-40254

82-4233771

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

3401 North Fairfax Drive, Suite 3230,

Arlington, Virginia

22226

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (866) GET-GPUS ((866) 438-4787)

Not Applicable

(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		MOVE		The Nasdaq Stock 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 4.01 Changes in Registrant’s Certifying Accountant.

On April 27, 2026, in connection with the closing of the previously announced merger between Corvex, Inc. (formerly known as Movano Inc.) (the “Company”), Thor Merger Sub Inc. and Corvex Legacy Holdings, Inc. (formerly known as Corvex, Inc.) on March 19, 2026 (the “Merger”), the Audit Committee of the Board of Directors of the Company approved the dismissal of RBSM LLP (“RBSM”) as the Company’s independent registered public accounting firm and approved the engagement of BDO USA, P.C. (“BDO”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

The audit report of RBSM on the Company’s consolidated financial statements for the fiscal year ended December 31, 2025 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles, except that such report included an explanatory paragraph regarding the Company’s ability to continue as a going concern. During the Company’s fiscal year ended December 31, 2025 and the subsequent interim period through the effective date of the change in the Company’s independent accountant, there were no (a) disagreements with RBSM on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to RBSM’s satisfaction, would have caused RBSM to make reference to the subject matter of the disagreement in its reports on the Company’s financial statements, or (b) reportable events requiring disclosure pursuant to Item 304(a)(1)(v) of Regulation S-K except for the material weaknesses previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 under “Item 9A. Controls and Procedures,” (the “Form 10-K”) as described below. RBSM was not the Company’s independent accountant for the fiscal year ended December 31, 2024 and did not issue an audit report in respect of such fiscal year.

As described in the Form 10-K, the Company previously identified material weaknesses in its internal control over financial reporting stemming from control deficiencies relating to an ineffective control environment. The disclosure in the Form 10-K noted that the Company has an insufficient number of personnel with an appropriate level of knowledge and experience to create the proper environment for effective internal control over financial reporting, and did not maintain the other components of the COSO framework, including appropriate risk assessment, control activities, information and communication, and monitoring activities components, relating to (i) sufficiency of processes related to identifying and analyzing risks to the achievement of objectives, including technology, across the entity, (ii) developing general control activities over technology to support the achievement of objectives across the entity, (iii) sufficiency of selecting and developing control activities that contribute to the mitigation of risks to the achievement of objectives to acceptable levels and (iv) sufficiency of monitoring activities to ascertain whether the components of internal control are present and functioning.

This reportable event was discussed among the Company’s management, the Audit Committee of the Board of Directors, and RBSM. RBSM has been authorized by the Company and the Audit Committee of the Board of Directors to respond fully to the inquiries of BDO, the Company’s successor independent registered public accounting firm as further described below, concerning this reportable event or other matters.

The Company provided RBSM with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission (the “Commission”) and requested that RBSM furnish the Company with a letter addressed to the Commission stating whether it agrees with the above statements and, if not, stating the respects in which it does not agree. A copy of RBSM’s letter, dated April 28, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K and is incorporated herein by reference.

During the Company’s two most recent fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through April 27, 2026, neither the Company nor anyone acting on its behalf consulted with BDO regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided by BDO to the Company that BDO concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K). Prior to the Merger, BDO served as Corvex Legacy Holdings, Inc.’s independent auditor.

Item 9.01 Financial Statements and Exhibits.

Exhibits

The following exhibits are filed herewith:

Exhibit No.		Exhibit Description
16.1		Letter of RBSM LLP dated April 28, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CORVEX, INC.

Date: April 28, 2026	By:	/s/ J. Cogan
		J. Cogan
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Corvex replaces RBSM with BDO as auditor