Form 4: Movano Director Emily Fairbairn Receives Equity Compensation in Lieu of Fees

Movano Inc. Director Emily Fairbairn was granted 27,985 restricted stock units as compensation for her services, aligning her interests with shareholders.

Summary

• Emily Fairbairn, a Director of Movano Inc. (MOVE), acquired 27,985 restricted stock units (RSUs) on July 3, 2025.
• The RSUs were granted at a price of $0 per unit, representing compensation in lieu of directors' fees for the period from July 1, 2025, to September 30, 2025.
• Following this transaction, Emily Fairbairn directly beneficially owns 120,287 securities, which include 93,392 RSUs and 26,895 shares of common stock.
• Additionally, Emily Fairbairn indirectly beneficially owns 332,334 shares of common stock held by the Malcolm P. Fairbairn and Emily T. Fairbairn Charitable Remainder Unitrust, over which she has voting and investment power.
• She also indirectly beneficially owns 35,239 shares of common stock held by Valley High Limited Partnership, over which she has voting and investment power.
• Ms. Fairbairn disclaims beneficial ownership of the securities held by the Fairbairn Unitrust, except to the extent of her and her spouse's pecuniary interest therein.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive. While a routine transaction, the grant of equity compensation to a director is generally viewed favorably as it aligns the director's interests with those of the shareholders, promoting long-term value creation.

Positives

• The grant of restricted stock units to a director aligns their financial interests directly with the long-term performance and shareholder value of Movano Inc.
• Receiving equity in lieu of cash fees is a common practice that conserves company cash flow.

Negatives

• The issuance of new restricted stock units, once vested and converted to common stock, can result in minor dilution for existing shareholders.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

The practice of compensating directors with equity, such as restricted stock units, is a standard corporate governance practice across various industries, including technology and healthcare, to align the interests of board members with those of shareholders.

Comparison to Industry Standards

• The grant of RSUs as compensation for director services is a common and accepted practice within corporate governance frameworks globally, aligning director incentives with long-term shareholder value.
• Many publicly traded companies, including those in the medical device and wearable technology sectors like Movano, utilize equity-based compensation plans for their non-employee directors.

Corporate Governance

Related Party Transactions

• Emily Fairbairn indirectly beneficially owns shares held by the Malcolm P. Fairbairn and Emily T. Fairbairn Charitable Remainder Unitrust, where she has voting and investment power.
• Emily Fairbairn indirectly beneficially owns shares held by Valley High Limited Partnership, where she has voting and investment power.

Stakeholder Impact

• Shareholders: The RSU grant aligns the director's interests with shareholders, potentially fostering better long-term decision-making. There is a minor potential for dilution upon vesting.
• Management: The compensation structure reflects the company's approach to incentivizing its board members.

Key Dates

Keywords

Movano Inc., MOVE, Emily Fairbairn, Restricted Stock Units, RSU, Director Compensation, Insider Transaction, SEC Form 4, Equity Grant, Beneficial Ownership