Corvex Inc SEC Filings

Movano Inc. director Brian Cullinan received a grant of 33,096 restricted stock units (RSUs) on 10/03/2025 that were issued in lieu of directors' fees for the period October 1, 2025 to December 31, 2025. The RSUs carry a reported price of $0 and the filing shows 151,452 RSUs or shares beneficially owned by the reporting person following the award. The Form 4 was signed on 10/07/2025 by an attorney-in-fact.

The transaction is recorded as an award under the company's Omnibus Incentive Plan and increases the director's reported beneficial ownership. No cash purchase or sale price is reported because these RSUs were granted in lieu of cash fees.

Movano Inc. director Ruben Caballero received a grant of 20,685 restricted stock units (RSUs) under the company Omnibus Incentive Plan in lieu of directors' fees for the period 10/01/2025 to 12/31/2025. The Form 4 reports the award was executed on 10/03/2025 and the RSUs carry a reported price of $0, indicating a fee-equivalent grant rather than a cash payment. Following this grant the filing shows 88,294 RSUs beneficially owned by the reporting person, with ownership reported as direct. The form was signed on 10/07/2025 by an attorney-in-fact on behalf of the reporting person.

Movano Inc. director and Chief Executive Officer John Mastrototaro received a grant of 165,484 restricted stock units (RSUs) on 10/03/2025 that were issued in lieu of salary for the period 10/01/2025 to 12/31/2025. The new award increases his total reported beneficial ownership of the company's common stock to 411,705 shares. The RSUs were recorded at an exercise/transaction price of $0, indicating they are equity awards rather than purchases. The Form 4 was filed by one reporting person and signed on 10/07/2025.

This disclosure shows executive compensation was partly paid in equity for the stated quarter, which directly increases insider holdings and aligns pay with shareholder equity rather than cash salary for the specified period.

Jeremy Cogan, Chief Financial Officer and a director of Movano Inc. (MOVE), reported a grant of 134,456 restricted stock units (RSUs) received on 10/03/2025 under the companyOmnibus Incentive Plan in lieu of salary for the period 10/01/2025 to 12/31/2025. The Form 4 shows the RSUs were issued at a $0 per-share price and that the total number of shares/RSUs beneficially owned following the transaction is 370,756, with the reported RSUs comprising the amount shown. The filing is signed on 10/07/2025 by an attorney-in-fact on behalf of the reporting person.

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. (MOVE) filed its Quarterly Report on Form 10-Q for the period ended June 30, 2025. The filing discloses that the company generated limited revenues from sales of the Evie Ring, all in the United States, and recorded operating expenses including cost of revenue, research and development, and sales, general and administrative costs. The company reported equity issuances during the six months ended June 30, 2025, raising net proceeds of $1.6 million from an Issuance Agreement and raising $9.3 million from an at-the-market (ATM) program that was later terminated in May 2025 upon expiration of its Form S-3 registration statement. The company also entered a $1.5 million bridge loan bearing 12.0% interest that matures November 4, 2025, and granted the lender a security interest in substantially all assets, including intellectual property.

The filing states the company’s cash and cash equivalents as of June 30, 2025 will not be sufficient to fund projected operations beyond 2025 and that these circumstances raise substantial doubt about the company’s ability to continue as a going concern within one year after issuance of the financial statements. The Nasdaq Hearings Panel granted conditional continued listing, requiring timely filing of delinquent quarterly reports and demonstration of a $1.00 bid price by specified dates.

Movano Inc. filed a Form 10-Q reporting condensed quarterly information and accompanying disclosures. The company had 8,349,080 shares outstanding noted near the front and later discloses 7,036,475 shares outstanding at March 31, 2025 (6,840,291 at December 31, 2024). Movano reported operating line items including cost of revenue (e.g., $642k and $1.2M figures shown), R&D and SG&A amounts, and cash movements with a net decrease in cash and cash equivalents of $(3.545)M and $(3.973)M in referenced periods. The company disclosed an ATM program with $8.3M issued and approximately $41.7M available to sell under the Issuance Agreement. Management states substantial doubt about going concern within one year due to expected additional losses and insufficient cash to fund operations beyond 2025. Movano also disclosed a $1.5M bridge loan bearing 12% interest maturing November 4, 2025, and various equity compensation programs including outstanding options, RSU grants and shares available under incentive plans. The company noted Nasdaq compliance matters and multiple risk factors related to commercialization, regulatory approvals, IP, and capital needs.

Movano Inc. is soliciting votes for its 2025 Annual Meeting to be held virtually on September 26, 2025 at 1:00 p.m. Pacific Time. The record date is August 26, 2025, and there were 8,301,204 shares outstanding on that date. Shareholders will vote on four proposals: election of two Class I directors (Emily Wang Fairbairn and Michael Leabman), approval of a board-authorized reverse stock split at a ratio between 1-for-2 and 1-for-15, approval to increase authorized common shares from 500,000,000 to 2,000,000,000, and ratification of RBSM LLP as the independent registered public accounting firm for 2025. The proxy materials and the 2024 Annual Report/Form 10-K are available at www.proxyvote.com.

The filing discloses Nasdaq compliance issues: on July 7, 2025 Nasdaq notified the company of noncompliance with the $1.00 minimum bid requirement and a late 10-Q filing, and the company previously implemented a 1-for-15 reverse split in October 2024. The board seeks flexibility to choose a reverse split ratio (if approved) within one year to attempt to regain and maintain Nasdaq listing.