Corvex, Inc. filings document the company's public-company transition, material-event reporting, securities registration activity, and capital structure. Recent 8-K reports cover material agreements, shareholder voting matters, governance matters, operating and financial results, and Nasdaq listing-compliance disclosures for the MOVE common stock.
Registration statements filed under the former Movano Inc. name describe offered securities, issuer status as a smaller reporting company and emerging growth company, and delayed or continuous offering mechanics. The filing record also documents the completed merger-related change to Corvex, Inc. and related capitalization and governance disclosures.
Movano Inc. has a planned insider sale of 10,097 shares of its Class A common stock under Rule 144. The shares are to be sold through J.P. Morgan Securities LLC on the NYSE, with an aggregate market value of 79,119 stated for this block. The filing notes the shares were acquired from Movano Inc. via a cashless option exercise and sale, with 84,834 securities acquired in that transaction and the purchase price paid in cash.
Movano Inc. reported an insider transaction by Chief Executive Officer and director John Mastrototaro on January 5, 2026. He exercised 5,000 stock options with a $1.25 exercise price, receiving 5,000 shares of common stock. On the same day, he sold 2,514 common shares at $8.21 per share to cover withholding taxes and exercise costs related to stock option awards granted in lieu of cash salary during 2025.
Following these transactions, Mastrototaro directly owned 4,430 shares of Movano common stock and 72,834 stock options. The option exercised on January 5, 2026 had been granted contingent on shareholder approval of an amendment to the Omnibus Incentive Plan, which was approved on December 16, 2025, making the option exercisable.
Movano Inc. received a notice of proposed sale on Form 144 covering planned sales of its Class A common stock. The filing indicates a plan to sell 21,000 shares of Class A common stock on the NYSE through J.P. Morgan Securities LLC, with an aggregate market value of $150,000 and 834,857 shares of this class shown as outstanding. The approximate sale date listed is 01/07/2026.
The securities to be sold were acquired from Movano Inc. via a cashless option exercise and sale transaction dated 11/03/2025, with 42,250 common shares acquired and cash payment dated 01/08/2026. By signing the notice, the seller represents that they are not aware of any undisclosed material adverse information about Movano’s current or prospective operations.
Movano Inc. is registering an additional 500,000 shares of common stock under its Amended and Restated 2019 Omnibus Incentive Plan. The increase reflects an amendment to the 2019 Plan approved by stockholders on December 16, 2025 at a special meeting, expanding the number of shares available for equity-based awards to employees, directors and other eligible participants. These shares are the same class as those previously registered on earlier Form S-8 filings, and the company incorporates those prior registrations and its latest annual and quarterly reports by reference.
Movano Inc. has filed a resale prospectus covering up to 110,000,000 shares of common stock that may be sold from time to time by Chardan Capital Markets under a committed equity facility. Movano is not selling shares in this prospectus and will not receive proceeds from Chardan’s resales, but it may receive up to $1,000,000,000 in gross proceeds from primary share sales to Chardan under a separate purchase agreement.
As of September 30, 2025, Movano had 834,908 common shares outstanding, and the offering table shows 869,276 shares outstanding before this facility and 110,869,276 assuming full issuance, illustrating substantial potential dilution. The equity line is subject to Nasdaq’s 19.99% exchange cap, a 4.99% beneficial ownership cap for Chardan, and Corvex’s prior written consent before the planned merger closing. Movano has agreed to merge with AI cloud company Corvex, expects closing in the first quarter of 2026, and is currently working to regain Nasdaq stockholders’ equity compliance by March 30, 2026 after reporting negative equity.
Movano Inc. filed an update to reflect a previously completed one-for-ten reverse stock split of its common stock, effective as of October 10, 2025. Each ten pre-split shares of common stock were automatically combined into one new share, reducing the number of outstanding shares from approximately 8.3 million to approximately 0.8 million. The reverse split did not change the number of authorized shares or the par value of the stock.
The company is republishing its audited consolidated financial statements for the years ended December 31, 2024 and December 31, 2023 to reflect the new share count. Aside from adjusting for the share consolidation, the underlying financial statements remain unchanged.
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 the results of a special stockholder meeting held on December 16, 2025. Stockholders approved, for Nasdaq Listing Rule 5635(d) purposes, the potential issuance of more than 20% of the company’s issued and outstanding common shares under a ChEF Purchase Agreement with Chardan Capital Markets, LLC, with votes of 252,589 for, 2,088 against and 2,144 abstaining, plus 269,643 broker non-votes. They also approved a Certificate of Amendment to increase authorized common shares from 500,000,000 to 2,500,000,000, with 500,623 for, 23,285 against and 2,556 abstaining. In addition, stockholders approved Amendment No. 3 to the 2019 Omnibus Incentive Plan and authorized potential adjournment of the meeting if needed, both by wide margins.
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. is asking stockholders to approve four proposals at a special virtual meeting on December 16, 2025. The first would permit issuing more than 166,887 shares under a committed equity facility with Chardan, which allows Movano to sell up to $1,000,000,000 of common stock over 36 months, potentially at a discount to market, in order to access capital as needed.
The second proposal would amend the certificate of incorporation to increase authorized common stock from 500,000,000 to 2,500,000,000 shares, significantly expanding capacity for future financings, acquisitions, and other corporate uses. The third proposal would add 500,000 shares to the 2019 Incentive Plan, enabling previously granted discounted stock options and future equity awards to employees, executives, and directors. The fourth proposal would allow adjournment of the meeting to gather additional proxies if required.