Movano Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 26, 2025, Movano Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”). The certified results of each of the matters voted upon at the 2025 Annual Meeting, which are more fully described in the Company’s Proxy Statement for the 2025 Annual Meeting as filed with the Securities and Exchange Commission on August 29, 2025, follow.
The Company’s stockholders elected the two nominees to the Company’s Board of Directors to serve for three-year terms as Class I directors, with the votes cast as follows:
| Director Name | For | Withheld | Broker Non-Votes | |||||||||
| Emily Wang Fairbairn | 750,312 | 315,393 | 4,086,322 | |||||||||
| Michael Leabman | 1,030,839 | 34,866 | 4,086,322 | |||||||||
The Company’s stockholders approved amendments to the Company’s certificate of incorporation (the “Certificate of Incorporation”) effecting reverse stock splits of its common stock at ratios between 1-for-2 and 1-for-15, inclusive, one of which reverse stock split ratios will be chosen, at the discretion of the Company’s Board of Directors on or prior to the one-year anniversary of the date of the 2025 Annual Meeting, and the remainder of which reverse stock split ratios will be abandoned, with votes cast as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||
| 4,452,433 | 489,459 | 210,135 | -- |
The Company’s stockholders approved a Certificate of Amendment to the Certificate of Incorporation to increase the number of authorized shares of common stock from 500,000,000 to 2,000,000,000 shares, with votes cast as follows (and correspondingly increasing the total number of authorized shares of all capital stock of the Company):
| For | Against | Abstain | Broker Non-Votes | |||||||||
| 4,572,312 | 530,672 | 49,043 | -- |
The Company’s stockholders ratified the appointment of RBSM LLP as the Company’s independent registered public accounting firm for 2025, with votes cast as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||
| 5,025,298 | 83,248 | 43,481 | -- |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOVANO INC. | ||
| Date: September 29, 2025 | By: | /s/ J Cogan |
| J Cogan | ||
| Chief Financial Officer | ||
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