Every 8-K that Corvex, Inc. (MOVE) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow MOVE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full MOVE filings page.
Corvex, Inc. (MOVE) provides unaudited pro forma financial information for its March 19, 2026 acquisition of Corvex Legacy Holdings, Inc., accounted for as a business combination with Corvex as the accounting acquirer. Estimated purchase consideration is $581.955 million, largely paid via Series B, C and D preferred “Payment Shares.”
The preliminary purchase price allocation records $519.318 million of goodwill and identifiable intangibles of $5.190 million for customer relationships and $10.210 million for trade names. Pro forma combined revenue was $4.312 million with a net loss of $26.155 million for the six months ended June 30, 2026, and revenue of $7.535 million with a net loss of $67.546 million for 2025, implying net loss per share of $0.94 and $2.62, respectively. Corvex also declared a stock dividend of 0.358 share per share, accounted for as a 1.358‑for‑1 stock split distributed on April 6, 2026, and converted substantial Series C and D preferred stock into common shares, significantly increasing the pro forma share count and potential dilution.
Corvex, Inc. (symbol: MOVE) is the issuer of record for a Form 8-K filing submitted to the SEC.
Corvex, Inc. reported second-quarter 2026 results, its first full period including the AI cloud computing business acquired in the March 19, 2026 merger. Revenue for the quarter ended June 30, 2026 was $3.8 million, up from $0.1 million a year earlier, driven entirely by AI platform and services, as the legacy connected devices business contributed no revenue.
The company recorded a net loss of $12.8 million for the quarter and adjusted EBITDA of $(3.2) million, reflecting high operating expenses including significant stock-based compensation. Management highlighted contracted annualized recurring revenue on live compute of approximately $22 million as of August 14, 2026, indicating a growing base of committed AI infrastructure usage. Cash and cash equivalents were $21.7 million as of June 30, 2026, supported by the merger-related balance sheet expansion.
After quarter end, Corvex simplified its capital structure by converting Series A and C preferred stock and part of Series D into common stock, resulting in about 56.6 million common shares on an as-converted basis and a resale registration covering up to 53,390,008 existing-holder shares, from which Corvex will not receive proceeds.
Corvex, Inc. reports several governance and capital-structure changes tied to its merger with Corvex Legacy Holdings. The board appointed Seth Demsey as co-Chief Executive Officer alongside Jay Crystal, consistent with the merger agreement and his prior role leading Corvex OpCo.
Stockholders approved the 2026 Equity Incentive Plan and a new 2026 Employee Stock Purchase Plan, as well as Nasdaq Listing Rule 5635 proposals permitting issuance of more than 20% of common stock upon conversion of Series C and Series D preferred shares and upon vesting of pre-merger equity awards.
The company increased authorized Series D Preferred Stock to 50,000 shares to support a preferred exchange. After stockholder approval, on July 7, 2026 all Series C Preferred Stock converted into common shares, and Series D Preferred Stock conversions representing 4,752,244 common shares were completed. Following these conversions, Corvex has 27,635,745 common shares outstanding, with remaining Series D Preferred Stock convertible into 28,929,592 additional common shares.
Corvex, Inc. opened its 2026 Annual Meeting of Stockholders on June 26, 2026 and then adjourned it to July 1, 2026 at 3:00 p.m. Eastern Time for administrative reasons. The company notes that, based on preliminary reports, all proposals on the agenda have received overwhelming stockholder support.
The record date remains April 28, 2026. Stockholders can vote in advance at proxyvote.com until June 30, 2026 at 11:59 p.m. Eastern Time or during the reconvened virtual meeting at virtualshareholdermeeting.com/MOVE2026, as well as by phone. Previously submitted proxies remain valid unless changed, and votes will be accepted until the close of the adjourned meeting on July 1, 2026.
Corvex, Inc. appointed Christopher Chance Moreland as its new Chief Financial Officer, effective June 29, 2026, while J. Cogan will continue as CFO until that date. Moreland is a Morgan Stanley leveraged finance Managing Director with more than 12 years of experience structuring complex loan and bond transactions.
Under his employment agreement, he will receive a base salary of $425,000, an annual bonus opportunity of up to 100% of base salary, and equity awards of 523,211 restricted stock units plus up to 523,211 performance stock units, subject to multi-year vesting and performance conditions. If terminated without cause or if he resigns for good reason, he is eligible for cash severance equal to one year of salary, 12 months of COBRA premiums, and prorated accelerated vesting of time-based and performance equity awards.
Corvex, Inc., an AI cloud computing company focused on GPU-accelerated infrastructure, reported strong top-line growth for the quarter ended March 31, 2026. Revenue rose to $510 thousand from $206 thousand a year earlier, driven mainly by $475 thousand from its AI platform and services business, which did not generate revenue in the prior-year period.
Operating expenses were $5.36 million, roughly flat versus $5.44 million last year, leading to a loss from operations of $4.85 million compared with $5.24 million. Net loss was $5.01 million, slightly improved from $5.18 million, and adjusted EBITDA narrowed to $(1.60) million from $(4.90) million, reflecting lower losses in connected devices and the contribution of the AI platform.
The quarter also reflects the recently completed Merger. Total assets increased to $604.48 million from $5.60 million, including $518.26 million of goodwill and $15.36 million of intangible assets. Cash and cash equivalents rose to $29.33 million from $2.83 million, helped by $36.68 million of cash acquired in the business combination and a noncash equity issuance of $581.91 million to acquire the business. Total stockholders’ equity improved to $576.00 million from a deficit of $(3.47) million.
Corvex, Inc. is furnishing updated unaudited pro forma financials and non-GAAP data reflecting its March 19, 2026 acquisition of Corvex Legacy Holdings, Inc. The merger is treated as a business combination with Corvex as the accounting acquirer.
The estimated purchase price is $581,911 (thousands), largely allocated to goodwill of $518,263 and identifiable intangibles including customer relationships and trade names. Pro forma combined revenue was $3,653 (thousands) for the three months ended March 31, 2026 and $7,535 (thousands) for 2025, with pro forma net losses of $15,933 and $68,399 (thousands), respectively. Pro forma Adjusted EBITDA, a non-GAAP measure, was a loss of $933 (thousands) for Q1 2026 and $13,668 (thousands) for 2025.
Corvex, Inc. filed an amended current report to add the historical financial statements of its acquired subsidiary, Corvex Legacy Holdings, Inc. (Corvex OpCo), and unaudited pro forma combined financial information related to their March 19, 2026 merger.
Corvex OpCo, an AI cloud computing provider focused on GPU-accelerated infrastructure, generated $7.1 million in revenue for 2025 and recorded a net loss of $9.5 million. At December 31, 2025 it held $35.3 million in cash and total assets of $67.6 million, against total liabilities of $57.2 million, including a SAFE liability of $27.3 million and warrant liabilities of $13.1 million.
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.
Corvex, Inc. has regained compliance with Nasdaq’s minimum stockholders’ equity requirement for its common stock listing. Nasdaq’s Hearings Panel informed the company on April 7, 2026, that it now meets the Minimum Stockholders’ Equity Rule. The company will be under a Mandatory Panel Monitor for one year starting April 7, 2026, and any new listing-rule violation during this period could lead directly to a new hearing without additional time to regain compliance.
Movano Inc. completed an all‑stock merger with AI cloud company Corvex, Inc., making Corvex a wholly owned subsidiary and shifting the combined business toward GPU‑accelerated AI infrastructure. Movano will change its name to Corvex, Inc. effective March 23, 2026, while its stock continues to trade on Nasdaq under the symbol MOVE.
At closing, Movano issued 240.562 shares of Series B Convertible Preferred Stock, 23,551.5195 shares of Series C Non‑Voting Convertible Preferred Stock and 30,227.0524 shares of Series D Non‑Voting Convertible Preferred Stock to Corvex securityholders. Each Series B share will automatically convert into 1,000 common shares on March 31, 2026, and the Series C and D preferred shares will convert into, or be convertible into, 1,000 common shares per preferred share following stockholder approval of a Conversion Proposal.
The company also declared a stock dividend of 0.358 share of common stock for every outstanding common share, payable to stockholders of record on March 30, 2026 and distributable on April 6, 2026. As a result of the transaction, management reports stockholders’ equity now exceeds Nasdaq’s $2.5 million minimum, addressing a prior delisting risk.
The filing details new Series B, C and D preferred terms, Board reconstitution with Corvex co‑founder Seth Demsey joining as a director, planned appointment of Corvex co‑founders Jay Crystal and Mr. Demsey as Co‑Chief Executive Officers after the 2026 stockholders’ meeting, a new director compensation framework, and extended loan maturity to June 30, 2026. Overall, the merger transforms Movano into an AI infrastructure‑focused public company with reworked capital structure and governance.
Movano Inc. filed an update explaining the impact of its previously completed one-for-ten reverse stock split of its common stock, which became effective on October 10, 2025. Each ten pre-split shares were combined into one new share, reducing the number of outstanding common shares from approximately 8.3 million to approximately 0.8 million. The reverse split did not change the total number of authorized common shares or the par value per share.
The company is republishing its audited consolidated financial statements for the years ended December 31, 2024 and December 31, 2023 to reflect the revised share count resulting from the reverse split. Aside from adjusting for the new number of shares outstanding, no other changes were made to those financial statements. A consent from Baker Tilly US, LLP and the updated financial statements are included as exhibits.
Movano Inc. reported that on December 16, 2025, stockholders approved several proposals at a special meeting that significantly expand its ability to issue equity.
Stockholders approved issuing more than 20% of the company’s issued and outstanding common shares under a ChEF Purchase Agreement with Chardan Capital Markets, LLC, as required by Nasdaq Listing Rule 5635(d). They also approved increasing authorized common stock from 500,000,000 to 2,500,000,000 shares and adopted Amendment No. 3 to the 2019 Omnibus Incentive Plan. In addition, stockholders approved the possible adjournment of the special meeting to permit further solicitation of proxies if necessary.
Movano Inc. agreed to merge with Corvex, Inc., making Corvex a wholly owned subsidiary and effectively shifting control to Corvex stockholders. Based on the merger’s exchange formula and stated valuations, pre‑merger Corvex holders would own approximately 96.2% of the combined company and pre‑merger Movano holders about 3.8% on a fully diluted basis, before adjustments for related financings. The agreement includes earnouts tied to volume‑weighted average price milestones of $15.00 (within five years) and $25.00 (within seven years).
Movano raised $3.0 million via Series A Preferred Stock and entered a $1.0 billion committed equity facility with Chardan (subject to Nasdaq’s exchange cap, ownership limits, and an effective resale registration). Corvex completed $37.1 million in concurrent private financing. Closing requires stockholder approvals, SEC effectiveness of an S‑4, and Nasdaq listing approval. Support agreements cover 21.2% of Movano shares and certain holders agreed to a 180‑day lock‑up after closing. Movano also extended a loan’s maturity to March 31, 2026; if legacy assets are sold pre‑closing, repayment includes $1.5 million principal plus other obligations and a $3.0 million premium, and if unpaid at closing, Movano’s pre‑closing IP and related assets transfer to the lender.
Movano Inc. (MOVE) reported that on November 3, 2025 it entered into an amendment to its Loan Agreement and Promissory Note with Evie Holdings LLC, originally dated August 6, 2025. The amendment extends the agreement’s maturity date to November 5, 2025.
The company stated the full amendment will be filed as an exhibit to its Annual Report on Form 10‑K for the period ending December 31, 2025.
Movano Inc. filed an amended current report to correct a prior disclosure. The amendment replaces the previously filed Exhibit 3.1 to the October 8, 2025 Form 8-K with the correct version of the Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation, which is stated to be effective October 10, 2025. The filing also lists a press release dated October 8, 2025 as Exhibit 99.1 and includes the cover page interactive data file.
Movano Inc. filed an 8-K disclosing a corporate action dated October 8, 2025. The filing notes a Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation became effective on October 8, 2025 and that a press release dated the same day is furnished with the report. The submission also indicates interactive XBRL data is embedded.
The filing text provided here does not state the content of the amendment (for example, changes to authorized shares, classes, or rights), nor does it include financial metrics, transaction terms, or forward-looking statements. Because the filing references an amendment and a contemporaneous press release, investors should review the actual amendment text and the press release for details on what corporate terms changed and any stated rationale or effects on equity structure.
Movano Inc. reported that Nasdaq has notified the company it is not compliant with Nasdaq Listing Rule 5550(b)(1), which requires at least $2,500,000 in stockholders’ equity to remain listed on The Nasdaq Capital Market. Movano’s latest Form 10-Q for the quarter ended June 30, 2025 reported stockholders’ equity of about $1.637 million, which is below this threshold.
The company recently regained compliance with Nasdaq’s periodic filing rule by filing its delayed Form 10-Qs for the quarters ended March 31, 2025 and June 30, 2025. Shareholders have also approved a potential reverse stock split at a ratio between one-for-two and one-for-fifteen, and Movano expects to carry out the reverse split and meet Nasdaq’s $1.00 per share bid-price requirement by October 30, 2025. Movano plans to submit a written plan to Nasdaq’s Hearings Panel by October 8, 2025 to address the equity deficiency, but there is no assurance its stock will retain its Nasdaq listing.
Movano Inc. reported the results of its 2025 Annual Meeting of Stockholders held on September 26, 2025. Stockholders elected Emily Wang Fairbairn and Michael Leabman as Class I directors for three-year terms. They also approved amendments to the certificate of incorporation authorizing the board to implement a reverse stock split at a ratio between 1-for-2 and 1-for-15, at the board’s discretion within one year. In addition, stockholders approved increasing authorized common shares from 500,000,000 to 2,000,000,000, raising the total authorized capital stock. Stockholders also ratified the appointment of RBSM LLP as the independent registered public accounting firm for 2025.
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.
Movano Inc. reported that Nasdaq has notified the company it is not in compliance with listing rules because it did not file its Form 10-Q for the quarter ended June 30, 2025 by the August 14, 2025 deadline. This violates Nasdaq Listing Rule 5250(c)(1), which requires timely filing of periodic reports with the SEC.
The company previously faced a delisting determination and on August 19, 2025 presented a compliance plan to a Nasdaq Hearing Panel covering both the late filing issue and the $1.00 minimum bid price requirement under Listing Rule 5550(a)(2). Movano is awaiting the Panel’s decision, and there is no assurance the Panel will stay any suspension of trading or allow the company time to execute its plan and regain compliance with Nasdaq listing standards.
Movano Inc. engaged RBSM LLP as its new independent registered public accounting firm for the fiscal year ending December 31, 2025, including interim periods. The decision was approved by the company’s Audit Committee.
Movano states that for the fiscal years ended December 31, 2024 and 2023, and through RBSM’s engagement date, it did not consult RBSM on the application of accounting principles, potential audit opinions, or other accounting, auditing, or financial reporting issues. The company also notes there were no consultations with RBSM on any matter involving disagreements or reportable events as defined under SEC rules.