Movano (MOVE) director receives preferred stock grants and 200K option
Filing Impact
Filing Sentiment
Form Type
4
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.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
FAIRBAIRN EMILY
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Series B Preferred Stock | 9.232 | $0.00 | -- |
| Grant/Award | Series C Preferred Stock | 2,063.823 | $0.00 | -- |
| Grant/Award | Stock option (right to buy) | 200,000 | $0.00 | -- |
Holdings After Transaction:
Series B Preferred Stock — 9.232 shares (Direct);
Series C Preferred Stock — 2,063.823 shares (Direct);
Stock option (right to buy) — 200,000 shares (Direct)
Footnotes (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. 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. 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. The preferred stock is perpetual and therefore has no expiration date 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.
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.
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.