Corvex (MOVE) director Demsey Seth reports major option and preferred stakes
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
Corvex, Inc. director Demsey Seth filed an initial Form 3 reporting his equity holdings in MOVE. He reports direct ownership of 3,054,235 shares of common stock and an incentive stock option covering 2,902,143 shares of common stock at an exercise price of $10.06 per share, expiring in 2036.
He also holds Series B and Series C convertible preferred stock that are exchangeable into common shares, including amounts received in connection with the merger in which Movano Inc. combined with Corvex and was renamed Corvex, Inc. Certain preferred holdings, including 140 underlying Series B shares and 31,270 underlying Series C shares, are held indirectly through Ainsworth Holdings, LLC, where he is managing member and disclaims beneficial ownership except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
6 transactions reported
Mixed
6 txns
Insider
Demsey Seth
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Incentive Stock Option (right to buy) | -- | -- | -- |
| holding | Series B Convertible Preferred Stock | -- | -- | -- |
| holding | Series B Convertible Preferred Stock | -- | -- | -- |
| holding | Series C Non-Voting Convertible Preferred Stock | -- | -- | -- |
| holding | Series C Non-Voting Convertible Preferred Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Incentive Stock Option (right to buy) — 2,902,143 shares (Direct);
Series B Convertible Preferred Stock — 24,533 shares (Direct);
Series B Convertible Preferred Stock — 140 shares (Indirect, By Ainsworth Holdings, LLC);
Series C Non-Voting Convertible Preferred Stock — 5,484,388 shares (Direct);
Series C Non-Voting Convertible Preferred Stock — 31,270 shares (Indirect, By Ainsworth Holdings, LLC);
Common Stock — 3,054,235 shares (Direct)
Footnotes (1)
- Restricted stock units ("RSUs") convert into common stock on a one-for-one basis. RSUs vest in equal quarterly installments over four years following the closing of the Merger (as defined below). Options will vest in equal quarterly installments over four years following the closing of the Merger. Granted pursuant to the Amended and Restated Agreement and Plan of Merger dated as of March 19, 2026 (the "Merger Agreement") among Movano Inc. (the "Movano" or the "Issuer"), Corvex, Inc. ('Corvex"), Thor Merger Sub, Inc., a Delaware corporation, and a wholly owned subsidiary of Movano, under which (a) the Merger Sub merged with and into Corvex, with Corvex surviving as a wholly-owned subsidiary of Movano (the "Merger"). Movano's name following the Merger was changed to "Corvex, Inc." In accordance with the Merger Agreement, in exchange for the shares of common stock of Corvex held by the Reporting Person, at the effective time of the Merger, the Reporting Person received 24.5327 shares of Issuer Series B Convertible Preferred Stock, par value $0.0001 per share (the "Series B Preferred Stock") and Ainsworth (as defined below) received 0.1399 shares of Issuer Series B Preferred Stock, which shall automatically convert into 24,533 shares and 140 shares, respectively, of Issuer common stock, par value $0.0001 per share ("Common Stock") on March 31, 2026. The preferred stock is perpetual and therefore has no expiration date. The securities are held by Ainsworth Holdings, LLC ("Ainsworth"). The Reporting Person is the managing member of Ainsworth and has sole voting and dispositive power over the Issuer common stock held by Ainsworth. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. In accordance with the Merger Agreement, in exchange for the shares of common stock of Corvex held by the Reporting Person, at the effective time of the Merger, the Reporting Person received 5,484.3883 shares of Issuer Series C Non-Voting Convertible Preferred Stock, par value $0.0001 per share (the "Series C Preferred Stock") and Ainsworth received 31.2700 shares of Issuer Series C Preferred Stock, which shall automatically convert into 5,484,388 shares and 31,270 shares, respectively, of Issuer Common Stock subject to and contingent upon the affirmative vote of a majority of the shares of Common Stock entitled to vote at a meeting of stockholders of the Issuer to approve the issuance of shares of Common Stock underlying the Series C Preferred Stock.
FAQ
What does Corvex, Inc. (MOVE) disclose in Demsey Seth’s Form 3?
Demsey Seth’s Form 3 discloses his initial ownership of Corvex, Inc. securities. He reports common stock, a large incentive stock option, and Series B and Series C convertible preferred shares, some held directly and some through Ainsworth Holdings, LLC, following the merger transaction.
What stock options in Corvex (MOVE) does Demsey Seth report on Form 3?
He reports an incentive stock option over 2,902,143 common shares at $10.06 per share. The option expires in 2036 and was granted in connection with the merger, with vesting in equal quarterly installments over four years after the merger closing.
What role does Ainsworth Holdings, LLC play in Demsey Seth’s Corvex (MOVE) holdings?
Ainsworth Holdings, LLC holds certain Corvex preferred positions indirectly for Demsey Seth. It holds underlying Series B and Series C preferred interests. Seth is managing member with voting and dispositive power but disclaims beneficial ownership except for his pecuniary interest in those securities.
How is the Corvex and Movano merger reflected in Demsey Seth’s Form 3?
The filing ties Seth’s holdings to a merger where Movano combined with Corvex. At the merger’s effective time, his former Corvex common stock was exchanged for Series B and Series C preferred shares of Movano, which was then renamed Corvex, Inc., with defined automatic conversion terms.