MOVE: John Mastrototaro receives 165,484 RSUs; total 411,705 shares

Rhea-AI Filing Summary

Movano Inc. director and Chief Executive Officer John Mastrototaro received a grant of 165,484 restricted stock units (RSUs) on 10/03/2025 that were issued in lieu of salary for the period 10/01/2025 to 12/31/2025. The new award increases his total reported beneficial ownership of the company's common stock to 411,705 shares. The RSUs were recorded at an exercise/transaction price of $0, indicating they are equity awards rather than purchases. The Form 4 was filed by one reporting person and signed on 10/07/2025.

This disclosure shows executive compensation was partly paid in equity for the stated quarter, which directly increases insider holdings and aligns pay with shareholder equity rather than cash salary for the specified period.

Positive

• 165,484 RSUs granted aligns CEO compensation with shareholder equity
• Insider ownership increased to 411,705 shares, strengthening CEO stake

Negative

• No vesting schedule disclosed in this Form 4, limiting clarity on timing of dilution
• RSUs issued in lieu of salary could indicate constrained cash or deliberate cash conservation

Insights

Executive Compensation Analyst

CEO received RSUs replacing salary, raising insider stake to 411,705 shares.

The reported transaction is a grant of 165,484 RSUs issued in lieu of cash salary for the quarter 10/01/2025–12/31/2025, recorded at a $0 transaction price which reflects a compensation award rather than a market purchase. Equity awards like these increase the CEO's effective ownership without immediate cash outflow for the company.

This structure reduces near‑term cash compensation and ties executive pay to future equity value; monitor potential dilution from outstanding RSUs and the timeline for vesting or settlement, and check future filings for vesting schedules or conversions within the next 12 months.

Corporate Governance Specialist

Insider ownership rose materially via RSU grant; governance impact depends on vesting and voting rights.

The increase to 411,705 shares may affect voting dynamics and insider alignment with shareholders if the RSUs convey voting or settlement terms upon vesting. The Form 4 notes the award under the Omnibus Incentive Plan but does not disclose vesting dates or conditions.

Because vesting terms are not provided, investors should review proxy statements or subsequent filings for specific vesting schedules and any related performance conditions over the coming quarters to assess governance and dilution implications.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mastrototaro John

(Last) (First) (Middle)

6800 KOLL CENTER PARKWAY

(Street)

PLEASANTON CA 94566

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Movano Inc. [ MOVE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/03/2025		A		165,484(1)	A	$0	411,705	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported transaction involved the reporting person's receipt of a grant of restricted stock units ("RSUs") under the Company's Omnibus Incentive Plan in lieu of salary for the period October 1, 2025 to December 31, 2025. The total reported in Column 5 consists solely of RSUs.

	/s/ John Mastrototaro by Mark R. Busch, attorney-in-fact	10/07/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Movano (MOVE) report on this Form 4?

The filing shows CEO John Mastrototaro received 165,484 RSUs on 10/03/2025, increasing his beneficial ownership to 411,705 shares.

Were any shares purchased for Movano (MOVE) in this transaction?

No; the RSUs were recorded at a price of $0, indicating they were awarded as compensation rather than purchased.

Does the Form 4 state vesting or exercise dates for the RSUs?

No; the Form 4 notes the RSU grant under the Omnibus Incentive Plan but does not disclose vesting or settlement dates.

Who signed the Form 4 for John Mastrototaro?

The Form 4 was signed via attorney‑in‑fact: /s/ John Mastrototaro by Mark R. Busch on 10/07/2025.

Why were RSUs issued to the CEO?

The filing states the RSUs were issued in lieu of salary for the period 10/01/2025 to 12/31/2025.