Business Context and Reporting Period
This Form 10-K covers the fiscal year ended December 31, 2025, for Corvex, Inc. (formerly Movano Inc.). The financial statements presented reflect solely the historical operations of the Company's legacy Healthcare Business prior to a significant subsequent event. On March 19, 2026, the Company completed a merger with Corvex Legacy Holdings, Inc. ("Corvex OpCo"), an AI cloud computing company specializing in GPU-accelerated infrastructure. Following the merger, the Company operates two divisions: AI Cloud Computing and Healthcare. The financial data in this filing does not include the assets, liabilities, or results of operations of Corvex OpCo.
Key Financial Metrics
| Metric | 2025 | 2024 |
|---|---|---|
| Revenue | $0.433 million | $1.013 million |
| Net Loss | $(18.285) million | $(23.727) million |
| Operating Loss | $(15.503) million | $(24.222) million |
| Cash and Cash Equivalents (Year End) | $2.827 million | $7.902 million |
| Net Cash Used in Operating Activities | $(11.268) million | $(22.533) million |
| Accumulated Deficit | $(166.392) million | $(148.107) million |
| Stockholders' Equity (Deficit) | $(3.474) million | $7.355 million |
Note: The filing does not provide specific gross margin percentages or debt-to-equity ratios. The Company reported a "Bridge Loan" (related party) liability of $4.382 million as of December 31, 2025.
Material Changes Versus Prior Period
- Revenue Decline: Revenue decreased by 57% to $0.433 million, primarily due to reduced marketing efforts and lower sales volume of the Wellness Ring. Commercial sales were paused following a Trademark Trial and Appeal Board (TTAB) order and a cease and desist letter regarding the "EVIE" mark.
- Expense Reduction: Total operating expenses decreased by 37% to $15.936 million. Research and Development expenses dropped 49% to $5.740 million, and Sales, General, and Administrative expenses fell 28% to $7.923 million, driven by headcount reductions and lower marketing costs.
- Net Loss Improvement: Net loss improved by 23% to $18.285 million, largely due to the reduction in operating expenses, partially offset by $2.965 million in interest expense related to the amortization of the original issue discount on a related-party bridge loan.
- Inventory Write-down: The Company recorded a $0.785 million write-down of inventory to net realizable value due to the trademark dispute and paused sales.
Guidance, Outlook, Risks, and Unusual Items
Merger and Strategic Shift: The Company's future outlook is fundamentally altered by the March 2026 merger with Corvex OpCo. The combined entity will focus on AI cloud computing infrastructure (GPU clusters, confidential computing) alongside the legacy healthcare business. Management believes the merger alleviates previous "substantial doubt" regarding the Company's ability to continue as a going concern.
Unusual Items:
- Bridge Loan: A $1.5 million related-party bridge loan incurred significant non-cash interest expense ($2.9 million) due to a $3.0 million repayment premium (original issue discount).
- Trademark Litigation: The loss of the "EVIE" trademark registration led to a suspension of Wellness Ring sales and inventory write-offs.
Risks and Contingencies:
- Internal Controls: The Company identified three material weaknesses in internal control over financial reporting, including an ineffective control environment, ineffective IT general controls, and ineffective process-level controls.
- Liquidity: Prior to the merger, the Company had limited cash ($2.8 million) and an accumulated deficit of $166.4 million. Future funding depends on the success of the merger integration and potential capital raises under a $1.0 billion equity facility.
- Regulatory: The healthcare division faces ongoing FDA regulatory requirements for its Medical Ring and potential future products.
Important Facts for Investor Verification
- Financial Scope: Verify that the financial statements in this 10-K represent only the legacy healthcare business (Movano) and do not include the financial results of the newly acquired AI cloud computing business (Corvex OpCo).
- Merger Completion: Confirm the final terms of the March 19, 2026 merger, including the conversion of Series B, C, and D Preferred Stock into common stock and the resulting ownership structure.
- Internal Control Remediation: Monitor the Company's progress in remediating the identified material weaknesses in internal controls, which are expected to continue into 2026.
- Trademark Resolution: Assess the impact of the "EVIE" trademark dispute on the legacy healthcare business and the status of rebranding efforts.
- Bridge Loan Status: Verify the repayment status of the $1.5 million bridge loan and the $3.0 million premium, which was extended to June 30, 2026, contingent on asset sales or transfer.