Movano (NASDAQ: MOVE) gains Nasdaq panel extension on listing compliance

Rhea-AI Filing Summary

Movano Inc. filed a current report describing a Nasdaq listing compliance update. The company announced that a Nasdaq Hearings Panel has granted it more time to regain compliance with Nasdaq Listing Rules 5250(c)(1) and 5550(a)(2). These rules relate to timely SEC reporting and minimum bid price requirements for continued listing on The Nasdaq Capital Market.

The extension gives Movano an opportunity to complete its delinquent SEC filings and address the bid price issue while retaining its Nasdaq listing during the compliance period. Details of the panel’s decision and the company’s plans are described in a press release dated August 28, 2025, which is included as an exhibit to the report.

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Movano gains time to fix Nasdaq reporting and bid-price issues.

Movano Inc. received an extension from a Nasdaq Hearings Panel to regain compliance with Listing Rules 5250(c)(1) and 5550(a)(2). These rules cover timely SEC filings and maintaining the minimum bid price needed to stay listed on Nasdaq, so the decision temporarily eases immediate delisting pressure.

The company still faces execution risk around completing its delinquent filings and resolving the bid price deficiency. The report notes uncertainties tied to these efforts and cites broader risk factors in its annual and quarterly reports. The press release dated August 28, 2025, furnished as Exhibit 99.1, is the primary source for more detail on the panel’s decision and the specific compliance milestones.

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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 27, 2025

MOVANO 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.)

6800 Koll Center Parkway Pleasanton, CA		94566
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (415) 651-3172

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 7.01 Regulation FD Disclosure

On August 28, 2025, Movano Inc. (the “Company”) issued a press release announcing the receipt of a notification from The Nasdaq Stock Market LLC that the Nasdaq Hearings Panel has granted the Company an extension to regain compliance with Nasdaq Listing Rules 5250(c)(1) and 5550(a)(2). A copy of such press release is furnished as Exhibit 99.1 to this report.  

The information in this Item 7.01, including Exhibit 99.1 to this report, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The information contained in this Item 7.01 and Exhibit 99.1 shall not be incorporated by reference into any filing under the Exchange Act or the Securities Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Caution Regarding Forward-Looking Statements

This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based upon current expectations or beliefs, as well as assumptions about future events. Forward-looking statements include all statements that are not historical facts and can generally be identified by terms such as “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potentially,” or “will” or similar expressions and the negatives of those terms. These statements include, but are not limited to, statements relating to the Company’s plan to regain compliance with Nasdaq’s rules and the timing thereof. Actual results could differ materially from those expressed in or implied by the forward-looking statements due to a number of risks and uncertainties, including but not limited to the potential inability to meet Nasdaq’s requirements; uncertainties associated with the Company’s preparation of its delinquent filings; the possibility of additional delays in the filing of the delinquent filings and the Company’s other SEC filings; and the other risks and uncertainties described in the Company’s SEC reports, and under the heading “Risk Factors” in its most recent annual report on Form 10-K and quarterly reports on Form 10-Q, which are available at www.sec.gov. The forward-looking statements contained herein speak only as of the date of this report. Except as required by law, the Company does not undertake any obligation to update or revise its forward-looking statements to reflect events or circumstances after the date of this report.

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Item 9.01 Financial Statements and Exhibits.

Exhibits

The following exhibits are filed herewith:

Exhibit No.		Exhibit Description
99.1		Press Release dated August 28, 2025 furnished herewith
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

	MOVANO INC.
Date: August 28, 2025	By:	/s/ J Cogan
		J Cogan
		Chief Financial Officer

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FAQ

What did Movano Inc. (MOVE) disclose in this 8-K filing?

Movano Inc. disclosed that a Nasdaq Hearings Panel granted the company an extension to regain compliance with Nasdaq Listing Rules 5250(c)(1) and 5550(a)(2), and furnished a related press release as an exhibit.

Which Nasdaq listing rules is Movano Inc. (MOVE) working to comply with?

Movano Inc. is working to regain compliance with Nasdaq Listing Rule 5250(c)(1), which relates to timely SEC reporting, and Rule 5550(a)(2), which addresses the minimum bid price requirement for continued listing.

What action did the Nasdaq Hearings Panel take regarding Movano Inc. (MOVE)?

The Nasdaq Hearings Panel granted Movano Inc. an extension of time to regain compliance with the applicable Nasdaq listing rules, allowing the company to remain listed while it addresses its reporting and bid price issues.

What exhibit is included with Movano Inc.’s Nasdaq compliance update?

The filing includes Exhibit 99.1, a press release dated August 28, 2025, that announces the Nasdaq Hearings Panel’s decision to grant Movano Inc. an extension to regain compliance.

Are Movano Inc.’s forward-looking statements about Nasdaq compliance guaranteed?

No. The report states that forward-looking statements about plans and timing to regain Nasdaq compliance involve risks and uncertainties, including potential inability to meet Nasdaq requirements and possible additional delays in filing delinquent SEC reports.

Does this Movano Inc. (MOVE) 8-K affect liability under Sections 11, 12(a)(2), or 18?

The company states that the information under Item 7.01, including Exhibit 99.1, is furnished rather than filed, and therefore is not subject to liability under Section 18 of the Exchange Act or Sections 11 and 12(a)(2) of the Securities Act.