Jay Moyes
About Jay Moyes
Jay M. Moyes, age 71, is an independent director of SINTX Technologies appointed in April 2025 and classified as a Class I director with a term expiring at the 2027 annual meeting . He is an audit committee financial expert (Reg S‑K 407(d)(5)), formerly a CPA, with deep finance and life sciences governance experience including CFO roles (Myriad Genetics, Sera Prognostics) and multiple public boards . He holds an MBA from the University of Utah and a BA in economics from Weber State University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Myriad Genetics, Inc. | CFO; VP Finance | CFO: Jun 1996–Nov 2007; VP Finance: Jul 1993–Jul 2005 | Scaled finance for public diagnostics company |
| Sera Prognostics, Inc. | CFO | Mar 2020–Jun 2023 | Commercial-stage biotech finance leadership |
| XDx (CareDx), Inc. | CFO | May 2008–Jul 2009 | Molecular diagnostics finance |
| Amedica Corp. (now SINTX) | CFO; Director | CFO: Oct 2013–Aug 2014; Director: Nov 2012–Aug 2014 | Prior SINTX finance leadership and board service |
| Genmark, Inc. | VP Finance & CFO | 1991–1993 | Private genetics company finance |
| KPMG LLP | Senior Manager (various roles) | 1979–1991 | Audit and accounting; basis for “financial expert” credentials |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Puma Biotechnology, Inc. (NASDAQ) | Director | Since Apr 2012 | Oncology; ongoing public board service |
| BioCardia, Inc. (NASDAQ) | Director | Since Jan 2011 | Cardiovascular regenerative medicine; ongoing service |
| Achieve Life Sciences, Inc. | Director | Aug 2017–May 2023 | Specialty pharma board experience |
| Predictive Technology Group, Inc. | Director | Feb 2019–Dec 2019 | Diagnostics/regenerative medicine board |
| Osiris Therapeutics, Inc. | Director | May 2006–Dec 2017 | Bio-surgery board experience |
| Utah Life Science Association | Trustee | 1999–2006 | Industry advocacy |
Board Governance
- Independence: The Board determined Moyes and other non‑employee directors are independent under Nasdaq Rule 5605(a)(2) .
- Committee assignments:
- Audit Committee Chair; designated “audit committee financial expert” .
- Compensation Committee Member .
- Corporate Governance & Nominating Committee Member .
- Board structure: Classified board; Moyes is Class I with term through 2027 .
- Attendance and engagement: Company reports the Board met 40 times in 2024; all directors (then-serving) attended >75% of Board and committee meetings. Committees did not meet separately in 2024; governance and compensation matters handled in Board meetings. Moyes joined in April 2025, so 2024 attendance references prior composition .
- Related-party and conflicts: No related party transactions since Jan 1, 2024; annual D&O questionnaires and Audit Committee oversight apply, with clear policy and code of ethics .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $50,000 | Paid monthly |
| Audit Chair fee | $20,000 | Additional to retainer |
| Other committee chair fee | $7,500 | For chair roles other than Audit |
| Meeting fees | Not disclosed | No per‑meeting fees disclosed |
| Expense reimbursement | As incurred | Reasonable, with documentation |
Performance Compensation
| Equity element | Grant details | Vesting/term | Performance metrics |
|---|---|---|---|
| Annual stock option award | 10,000 options to directors | Options must be at ≥100% FMV; ≤10‑year term; no repricing without shareholder approval | No director‑specific performance metrics disclosed |
| Plan mechanics | RSUs, SARs, performance shares permitted under 2025 Plan | Double‑trigger acceleration upon CIC for assumed awards; clawback policy applies | Metrics may be set by Committee but none specified for director grants |
Other Directorships & Interlocks
| Company | Overlap with SINTX stakeholders | Conflict notes |
|---|---|---|
| Puma Biotechnology, Inc. | None disclosed | Distinct oncology focus; no SINTX related-party transactions reported |
| BioCardia, Inc. | None disclosed | Cardiovascular regenerative medicine; no SINTX related-party transactions reported |
| Prior: Amedica/SINTX | Historical executive/board role | Board reaffirmed independence; no current related-party transactions |
Expertise & Qualifications
- Financial expertise: Audit committee financial expert; previously CPA; senior audit/accounting tenure at KPMG .
- Life sciences operations: Senior finance roles across diagnostics and therapeutics; multiple medtech/biotech boards .
- Education: MBA (University of Utah); BA Economics (Weber State University) .
Equity Ownership
| Date/Source | Common Shares | Options (exercisable) | Ownership % of 2,755,587 shares | Notes |
|---|---|---|---|---|
| Beneficial ownership table (Record Date Jul 11, 2025) | 0 | 10,000 | <1% (Company table) | Options currently exercisable; director award structure |
| Form 4 (Aug 26, 2025) | 3,000 purchased at $3.5854 | — | 0.11% (computed using 2,755,587 outstanding) | Open-market buy; alignment signal |
| Pledging/Hedging | Not disclosed | — | — | No pledging disclosures; no related-party holdings |
| Ownership guidelines | Not disclosed | — | — | No director stock ownership guideline disclosed in proxy |
Insider Trades (Recent)
| Trade date | Type | Shares | Price | Value |
|---|---|---|---|---|
| Aug 26, 2025 | Open-market purchase | 3,000 | $3.5854 | $10,756 |
Governance Assessment
- Strengths
- Audit leadership and financial rigor: Chair of Audit; designated audit committee financial expert; robust related-party review and clawback policy .
- Independence affirmed; no related-party transactions involving Moyes reported since Jan 1, 2024 .
- Ownership alignment: Open‑market share purchase in Aug 2025 complements option-based director pay .
- Watch items
- Historical executive/board role at SINTX (2012–2014) warrants ongoing monitoring for familiarity risk; Board independence determination and policy framework mitigate .
- Equity plan “automatic share reserve increase” (up to 10% annually) could be dilutive; committee oversight and shareholder approvals important for investor confidence .
- Red flags
- None material disclosed: no legal proceedings, SEC investigations, repricing, tax gross-ups for directors, or related-party transactions tied to Moyes .