Rubén Caballero
About Rubén Caballero
Rubén Caballero, age 57, has served as an independent director of Movano Inc. (MOVE) since November 2019. He brings deep hardware and wireless engineering credentials from senior roles at Apple (VP of Engineering, 2005–2019) and Microsoft (Corporate VP, Devices & Technology Engineering, Mixed Reality, 2020–June 2024), and currently serves as Chief Engineer and Strategy Officer at Humane Inc. (since June 2024) . He holds a B.S. in Electrical Engineering from École Polytechnique de Montréal, an M.S. in Electrical Engineering from New Mexico State University, and an Honorary Doctorate from École Polytechnique de Montréal . The Board has affirmatively determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Apple Inc. | Vice President of Engineering; founding leader of iPhone hardware design team | 2005–Apr 2019 | Built and scaled global Wireless Design & Technology teams across iPhone, iPad, Macs, AirPods, HomePod and accessories |
| Microsoft | Corporate VP, Devices & Technology Engineering, Mixed Reality Division | Apr 2020–Jun 2024 | Oversaw Mixed Reality, AI and other special projects |
| Early-stage startups | Engineering leadership | Pre-2005 | Led design of innovative products and core technology for wireless networked audio components and devices |
External Roles
| Organization | Role | Start Date | Notes |
|---|---|---|---|
| Humane Inc. | Chief Engineer & Strategy Officer | Jun 2024 | Current operating role |
| Resonant Inc. (Nasdaq: RESN) | Director | Aug 2019 | RF front-end design company; committee roles not disclosed |
Board Governance
- Independence: The Board has determined Caballero is independent under Nasdaq Rule 5605(a)(2) .
- Board structure: Independent Chair (Emily Wang Fairbairn); CEO and Chair roles separated .
- Committees: Member—Compensation; Member—Corporate Governance & Nominating; not on Audit .
- Committee chairs: Compensation Chair—Brian Cullinan; Corporate Governance & Nominating Chair—Emily Wang Fairbairn .
- Attendance: Board met 10 times in 2024; no director attended less than 75% of Board and applicable committee meetings .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $50,000 | Non-employee director policy retainer; Caballero’s 2024 fees earned |
| Committee membership fees | $0 | Policy specifies chair premiums only; no member fees disclosed |
| Chair premiums | $0 | Not a committee chair; premiums are Chair of Board $25k, Audit Chair $20k, Compensation Chair $10k |
| Annual option grant (policy) | 10,000 options | Granted at beginning of each year to each director; vests 1/48 monthly |
| 2024 option grant fair value | $9,836 | Grant date fair value (ASC 718) |
| Options outstanding (12/31/2024) | 40,000 | Shares subject to outstanding stock option awards |
Performance Compensation
- Director equity awards are time-based options; no RSUs/PSUs or performance metrics disclosed for directors .
| Performance Metric Category | Metric | Status |
|---|---|---|
| Equity performance metrics (Director awards) | TSR, revenue growth, EBITDA, ESG | Not disclosed/not applicable |
| Vesting terms | Time-based monthly (1/48th) | Disclosed; not performance-tied |
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Resonant Inc. (RESN) | Public | Director | None with MOVE customers/suppliers disclosed |
| Humane Inc. | Private | Chief Engineer & Strategy Officer | No MOVE related-party transactions disclosed |
Expertise & Qualifications
- Deep hardware/wireless systems expertise from Apple leadership across multiple product lines .
- Mixed Reality and AI oversight at Microsoft; experience scaling engineering organizations .
- Advanced technical education (B.S., M.S.) and Honorary Doctorate in Electrical Engineering .
- Governance contributions via Compensation and Corporate Governance & Nominating committees .
Equity Ownership
| As of Date | Shares of Common Stock | Shares Underlying Options/Warrants | Total Beneficial Ownership | % of Class |
|---|---|---|---|---|
| Aug 26, 2025 | 67,609 | 41,469 | 109,078 | 1.3% |
- Outstanding director options at Dec 31, 2024: 40,000 .
- Anti-hedging: Company Insider Trading Policy prohibits transactions in publicly traded options and other derivatives by directors .
- Pledging: No pledging disclosures provided; not stated as prohibited in excerpt .
- Ownership guidelines: Not disclosed in proxy .
Governance Assessment
- Committee effectiveness: Caballero serves on Compensation and Corporate Governance & Nominating, contributing to executive pay oversight and board composition; not an Audit member, which is notable amid disclosed ICFR material weaknesses and auditor transition in 2025 .
- Alignment: Holds 109,078 shares beneficially (1.3%); participated in April 2024 private placement (1,467 units, including one share and one warrant per unit) signaling capital support during financing .
- Independence and engagement: Affirmed independent; attendance met minimum thresholds (no director <75%) .
- Director pay structure: Modest cash retainer ($50k) plus annual options (time-based vesting); no performance-conditioned equity for directors, which is typical at micro-cap stage but offers limited direct pay-for-performance linkage for board compensation .
- RED FLAGS (company-level governance environment): 2024 ICFR material weaknesses and the resignation of Moss Adams in June 2025 prior to engagement of RBSM; ongoing Nasdaq compliance challenges and reverse split actions increase governance scrutiny and place premium on board oversight, including Compensation and Governance committees where Caballero sits .
Related-party transactions: Proxy reports no related-party transactions above SEC thresholds for directors/officers since Jan 1, 2023, aside from disclosed director/officer participation in offerings and the April 2024 private placement; Caballero’s participation was at market terms as part of the broader financing .