CXApp (NASDAQ: CXAI) grants director 934,580 RSUs as annual pay

Rhea-AI Filing Summary

MARTINO CAMILLO reported acquisition or exercise transactions in this Form 4 filing.

CXApp Inc. director Camillo Martino received a grant of 934,580 Restricted Stock Units (RSUs) on June 18, 2026 as part of his annual compensation for serving on the board. Each RSU represents a contingent right to receive one share of Class A common stock. The RSUs will vest in full on the first anniversary of the grant date if he continues to serve as a director through that date. Following this grant, he directly holds 1,335,590 shares of Class A common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider MARTINO CAMILLO

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	934,580	$0.00	--

Holdings After Transaction: Class A Common Stock — 1,335,590 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 934,580 RSUs Per-RSU share equivalence: 1 share of Class A common stock per RSU Vesting schedule: 1-year cliff vesting +2 more

5 metrics

RSUs granted 934,580 RSUs Grant to director on June 18, 2026

Per-RSU share equivalence 1 share of Class A common stock per RSU Each RSU converts into one share upon vesting

Vesting schedule 1-year cliff vesting Vests in full on first anniversary of June 18, 2026

Shares after transaction 1,335,590 shares Director’s Class A common stock holdings following grant

Grant price $0.0000 per share Compensation grant, no cash paid by director

Key Terms

Restricted Stock Units ("RSUs"), annual compensation package, Class A common stock, vest in full, +1 more

5 terms

Restricted Stock Units ("RSUs") financial

"the Reporting Person was granted 934,580 Restricted Stock Units ("RSUs") as part of the annual compensation package"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

annual compensation package financial

"granted 934,580 Restricted Stock Units ("RSUs") as part of the annual compensation package for serving as a director"

Class A common stock financial

"Each RSU represents a contingent right to receive one share of Class A common stock of CXApp Inc."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

vest in full financial

"The RSUs will vest in full on the first anniversary of the grant date"

contingent right financial

"Each RSU represents a contingent right to receive one share of Class A common stock"

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Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

MARTINO CAMILLO

(Last) (First) (Middle)

FOUR PALO ALTO SQUARE, SUITE 200

3000 EL CAMINO REAL

(Street)

PALO ALTO CALIFORNIA 94306

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CXApp Inc. [ CXAI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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

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

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

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
Class A Common Stock	06/18/2026		A		934,580(1)	A	$0	1,335,590	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. On June 18, 2026, the Reporting Person was granted 934,580 Restricted Stock Units ("RSUs") as part of the annual compensation package for serving as a director of the Company. Each RSU represents a contingent right to receive one share of Class A common stock of CXApp Inc. The RSUs will vest in full on the first anniversary of the grant date, provided that the Reporting Person continues to serve as a director of the Company through such date.

	/s/ Khurram P. Sheikh, as attorney-in-fact	06/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CXApp (CXAI) report for Camillo Martino?

CXApp reported that director Camillo Martino received a grant of 934,580 Restricted Stock Units on June 18, 2026. These RSUs are part of his annual compensation for serving as a director and convert into Class A common shares upon vesting.

How many CXApp (CXAI) RSUs were granted to the director and on what terms?

The director was granted 934,580 RSUs, each representing one share of Class A common stock. The award was made as annual director compensation and will vest in full one year after the June 18, 2026 grant date, subject to continued board service.

When do Camillo Martino’s CXApp (CXAI) RSUs vest?

The RSUs vest in full on the first anniversary of the June 18, 2026 grant date. Vesting is contingent on Camillo Martino continuing to serve as a director of CXApp Inc. through that first-anniversary date of the award.

How many CXApp (CXAI) Class A shares does the director hold after this grant?

After the RSU grant, Camillo Martino is reported to directly hold 1,335,590 shares of CXApp Class A common stock. This figure reflects his beneficial ownership immediately following the June 18, 2026 award transaction.

What does each CXApp (CXAI) RSU granted to the director represent?

Each Restricted Stock Unit granted to the director represents a contingent right to receive one share of CXApp’s Class A common stock. The shares are deliverable only after the RSUs vest according to the one-year service-based vesting schedule.