Movano (MOVE) Proxy Filing summary

Executive summary

• Special meeting scheduled for December 16, 2025, to be held virtually, with voting and participation instructions provided to all stockholders.

• Four key proposals will be presented: ChEF Share Issuance, COI Amendment, Incentive Plan Amendment, and Adjournment Proposal.

• Board recommends voting FOR all proposals to support capital flexibility, compensation, and meeting logistics.

Voting matters and shareholder proposals

• Proposal 1: Approve issuance of more than 20% of outstanding common stock under the ChEF Purchase Agreement with Chardan Capital Markets LLC.

• Proposal 2: Approve amendment to increase authorized common stock from 500,000,000 to 2,500,000,000 shares.

• Proposal 3: Approve amendment to the 2019 Omnibus Incentive Plan, increasing shares reserved by 500,000.

• Proposal 4: Approve adjournment of the meeting if necessary to solicit additional proxies or establish a quorum.

• Board unanimously recommends voting FOR all proposals.

Board of directors and corporate governance

• Board and executive officers are listed, with beneficial ownership details provided for each director and major stockholder.

• Board retains discretion to implement or abandon the authorized share increase after stockholder approval.