Movano (MOVE) director receives preferred stock grants and 200K option

Rhea-AI Filing Summary

Movano Inc. director Emily Fairbairn reported three acquisitions of derivative securities. She received Series B Preferred Stock that automatically converts into common stock on March 31, 2026 at a 1-for-1000 ratio, and perpetual Series C Preferred Stock that will convert at a 1-for-1000 ratio upon stockholder approval under Nasdaq rules.

These preferred shares were received in exchange for her Corvex, Inc. equity in connection with a merger agreement. She also received a stock option for 200,000 shares of common stock at an exercise price of $15.09 per share, vesting in three equal annual installments and becoming exercisable only after shareholder approval of the award.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FAIRBAIRN EMILY

(Last) (First) (Middle)

C/O MOVANO, INC.

6800 KOLL CENTER PARKWAY

(Street)

PLEASANTON CALIFORNIA 94566

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Movano Inc. [ MOVE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock option (right to buy)	$15.09	03/18/2026		A		200,000		03/18/2027(1)	03/18/2036	Common Stock	200,000	$0	200,000	D
Series B Preferred Stock	$0(2)	03/19/2026		A		9.2319(3)		03/31/2026	(4)	Common Stock	92,319	$0	9.2319	D
Series C Preferred Stock	$0(5)	03/19/2026		A		2,063.8228(3)		(5)	(4)	Common Stock	2,063,823	$0	2,063.8228	D

Explanation of Responses:

1. This option award vests in three equal annual installments on the anniversary of the grant date. This option award will become exerciseable upon shareholder approval of such award.

2. The Series B Preferred Stock automatically converts into shares of the Issuer's common stock on March 31, 2026 at a conversion ratio of 1 to 1000 shares of common stock.

3. Represents shares of preferred stock received in exchange for the Reporting Person's equity securities in Corvex, Inc. pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated March 19, 2026, by and among the Issuer, Thor Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of the Issuer, and Corvex, Inc.

4. The preferred stock is perpetual and therefore has no expiration date

5. The shares of Series C Preferred Stock will convert at a conversion ratio of 1 to 1000 shares of common stock upon approval of the Issuer's stockholders for such conversion pursuant to Nasdaq listing rules.

	/s/ Emily Fairbairn by Mark R. Busch, attorney-in-fact	03/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Movano (MOVE) director Emily Fairbairn report on this Form 4?

Emily Fairbairn reported receiving preferred stock and a stock option as compensation- and merger-related awards. The filing shows grants of Series B and Series C Preferred Stock and a 200,000-share stock option tied to Movano common stock, with specific conversion and vesting terms.

What are the key terms of Emily Fairbairn’s stock option from Movano (MOVE)?

The stock option covers 200,000 shares of Movano common stock at an exercise price of $15.09 per share. It vests in three equal annual installments on the grant anniversary and becomes exercisable only after shareholders approve the award, adding an additional governance condition before use.

How will Emily Fairbairn’s Movano Series B Preferred Stock convert into common shares?

The Series B Preferred Stock automatically converts into Movano common stock on March 31, 2026 at a 1-for-1000 ratio. This means each preferred share becomes 1,000 common shares at that date, turning her derivative position into common equity without needing a separate exercise action.

What conditions apply to the conversion of Movano’s Series C Preferred Stock reported by Emily Fairbairn?

The Series C Preferred Stock will convert into Movano common stock at a 1-for-1000 ratio only after stockholders approve the conversion under Nasdaq listing rules. Until that approval, it remains perpetual preferred stock without an expiration date, functioning as a derivative claim on future common shares.

How did Emily Fairbairn acquire the Movano preferred stock shown in this Form 4?

The preferred shares were received in exchange for her equity securities in Corvex, Inc. This exchange occurred under the Amended and Restated Agreement and Plan of Merger among Movano, a Movano subsidiary, and Corvex, aligning her prior Corvex ownership with Movano’s new capital structure.