Issuing favorably priced shares to management but not to other shareholders will normally  constitute a violation of the fiduciary duty.

Fiduciary Duty

A legal obligation of trust requiring an individual to act in the best interests of another party, often seen in the context of trustees, guardians, and financial advisors.

Shareholders

are individuals or entities that own shares in a corporation, giving them partial ownership and possibly the right to vote on corporate matters.

Management

The process of directing, controlling, and overseeing the operations and activities of a business or organization.