SEC Form SC 13G filed by Movano Inc.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Movano, Inc.
(Name of Issuer)
Ordinary Shares, no par value
(Title of Class of Securities)
62459M107
(CUSIP Number)
December 31, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ | Rule 13d-1(b) |
| ☐ | Rule 13d-1(c) |
| ☒ | Rule 13d-1(d) |
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
(Continued on following pages)
CUSIP No. 62459M107
| 1 | NAME OF REPORTING PERSONS
William Tai-Wei Ho | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐
|
| 3 | SEC USE ONLY
| |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER |
| 3,616,054(1) | ||
| 6 | SHARED VOTING POWER | |
| 0 | ||
| 7 | SOLE DISPOSITIVE POWER | |
| 3,616,054(1) | ||
| 8 | SHARED
DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,616,054(1) |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11%(2) |
| 12 | TYPE
OF REPORTING PERSON IN |
| (1) | Consists of 904,013 shares of Common Stock held by the NC Fairbairn Family Trust, 904,013 shares of Common Stock held by the GR Fairbairn Family Trust, 904,014 shares of Common Stock held by the NCF Eagle Trust, and 904,104 shares of Common Stock held by the GRF Tiger Trust (collectively, the “Fairbairn Trusts”). The Reporting Person is the trustee of each of the Fairbairn Trusts as a result of which he has sole voting and dispositive power with respect to these shares. |
| (2) | Based on 32,772,060 shares of Common Stock outstanding as of November 11, 2021 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 12, 2021. |
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| Item 1(a). | Name of Issuer: |
Movano, Inc.
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
6800 Koll Center Parkway
Pleasanton, CA 94566
| Item 2(a). | Name of Person Filing: |
William Tai-Wei Ho
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
Premier Trust Company
4465 South Jones Boulevard
Las Vegas, Nevada 89103
| Item 2(c). | Citizenship: |
United States
| Item 2(d). | Title of Class of Securities: |
Common Stock
| Item 2(e). | CUSIP Number: |
62459M107
| Item 3. | Not applicable. |
| Item 4. | Ownership. |
| (a) | Amount beneficially owned: See responses to Item 9 on the attached cover page. |
| (b) | Percent of class: See responses to Item 11 on the attached cover page. |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to direct the vote: See responses to Item 5 on the attached cover page. |
| (ii) | Shared power to direct the vote: See responses to Item 6 on the attached cover page. |
| (iii) | Sole power to dispose or to direct the disposition of: See responses to Item 7 on the attached cover page. |
| (iv) | Shared power to dispose or to direct the disposition of: See responses to Item 8 on the attached cover page. |
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| Item 5. | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of Group. |
Not applicable.
| Item 10. | Certifications. |
Not applicable.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 3, 2022
| /s/ William Tai-Wei Ho | |
| Name: William Tai-Wei Ho |
[Signature page to Schedule 13G]
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