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Corvex, Inc.

For the period ended Jun 26, 2026. Filed Jun 5, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 26, 2026 · Filed Jun 5, 2026

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MOVE$5.01-4.8%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐ Preliminary Proxy Statement

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒ Definitive Proxy Statement

☐ Definitive Additional Materials

☐ Soliciting Material Pursuant to Rule 14a-12

CORVEX, INC.

(Name of Registrant as Specified in its Certificate of Incorporation)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

June 5, 2026

Dear Stockholder:

You are cordially invited to attend the 2026 annual meeting of stockholders of Corvex, Inc. to be held at 10:00 a.m., Eastern Time, on June 26, 2026 (together with any adjournment or postponement thereof, the “Annual Meeting”). The Annual Meeting will be held solely by means of remote communication. The virtual meeting technology we employ provides expanded access, improved communication and cost savings for our stockholders. You will be able to attend the Annual Meeting online and submit your questions during the meeting by visiting https://www.virtualshareholdermeeting.com/MOVE2026. You will also be able to vote your shares electronically at the Annual Meeting. Additional information on how to participate in the Annual Meeting can be found beginning on page 6 of the accompanying Proxy Statement.

Details of the business to be conducted at the Annual Meeting are provided in the enclosed Notice of Annual Meeting of Stockholders and Proxy Statement, each of which we urge you to read carefully. In addition, enclosed are a proxy card and a copy of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

We look forward to your participation in the Annual Meeting by attending via remote communications or by submitting your proxy. Further details regarding the matters to be acted upon at the Annual Meeting appear in the proxy materials and the accompanying Proxy Statement. Please give this material your careful attention.

Whether or not you expect to attend the Annual Meeting, your vote is very important. Please complete, date, sign and return the enclosed proxy card, or vote over the telephone or the internet as instructed in these materials, as promptly as possible in order to ensure your representation at the Annual Meeting. A return envelope (which is postage prepaid if mailed in the United States) has been provided for your convenience. Even if you have voted by proxy, you may still vote online if you attend the Annual Meeting.

Very truly yours,

/s/ Jay Crystal

Jay Crystal

Chief Executive Officer

NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS

to be held on June 26, 2026

To the Stockholders of Corvex, Inc.:

NOTICE IS HEREBY GIVEN that the 2026 Annual Meeting of Stockholders of Corvex, Inc., a Delaware corporation, will take place at 10:00 a.m. Eastern Time, on June 26, 2026. The Annual Meeting will be a virtual meeting, held solely by means of remote communications at https://www.virtualshareholdermeeting.com/MOVE2026 for the following purposes:

1.To elect two nominees to the Board of Directors to serve for three year terms as Class II directors and one nominee to the Board of Directors to serve for a one year term as a Class III director, each nominated by the Board of Directors and named in the enclosed proxy statement, until their respective successors are duly elected and qualified or until their earlier death, resignation, or removal (the “Director Election Proposal”).
2.To approve, for purposes of complying with Nasdaq Listing Rule 5635(a) and 5635(b), the issuance of more than 20% of our issued and outstanding common stock in connection with the conversion of shares of Series C Non-Voting Convertible Preferred Stock, par value $0.0001 per share (the “Series C Preferred Stock”) and Series D Non-Voting Convertible Preferred Stock, par value $0.0001 per share (the “Series D Preferred Stock”) pursuant to the Amended and Restated Agreement and Plan of Merger, dated March 19, 2026 (the “Merger Agreement”), by and among the Company, Thor Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“Merger Sub”), and Corvex OpCo (the “Conversion Proposal”).
3.To approve, for purposes of complying with Nasdaq Listing Rule 5635(a) and 5635(b), the issuance of more than 20% of our issued and outstanding common stock in connection with the vesting of restricted stock units (“RSUs”) and exercise of options issued and outstanding prior to the Merger pursuant to the Merger Agreement (the “Option Proposal”).
4.To ratify the appointment of BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2026 (the “Auditor Ratification Proposal”).
5.To approve the Corvex, Inc. 2026 Equity Incentive Plan and the awards described in the New Plan Benefits table, the issuance of which are subject to the approval of the 2026 Plan (the “2026 Plan Proposal”).
6.To approve the Corvex, Inc. 2026 Employee Stock Purchase Plan (the “ESPP Proposal”).
7.To approve an adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of the Conversion Proposal or the Option Proposal.
8.To transact such other business as may properly come before the Annual Meeting and any adjournments or postponements thereof.

Only stockholders of record at the close of business on April 28, 2026, the record date fixed by the Board of Directors, are entitled to notice of and to vote at the Annual Meeting and any adjournment or postponement thereof.

By Order of the Board of Directors,

/s/ Jeremy Cogan

Jeremy Cogan

Chief Financial Officer and Secretary

Arlington, Virginia

June 5, 2026

Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting:

This Proxy Statement and our Annual Report are available free of charge at

www.proxyvote.com.

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