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Crexendo (NASDAQ: CXDO) holders approve board slate, say-on-pay and auditor

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Crexendo, Inc. reported the results of its annual stockholder meeting held on December 2, 2025. Stockholders elected Kevin Jackson, Todd A. Goergen, Jeffrey G. Korn, Steven G. Mihaylo, and David Williams as Class I directors for two-year terms ending at the 2027 annual meeting, and elected Chris McKee as a Class II director for a one-year term ending at the 2026 annual meeting. All director nominees received strong majority support, with votes for each ranging from about 24.5 million to 26.4 million.

Stockholders also gave advisory approval to the compensation of the named executive officers, with 23,845,465 votes for, 2,219,983 against, and 577,812 abstentions. In a separate advisory vote on the frequency of future say-on-pay votes, stockholders favored holding the advisory vote every three years, with 19,736,327 votes for that option. Finally, stockholders approved the appointment of Urish Popeck & Co., LLC as Crexendo’s independent registered public accounting firm for the year ending December 31, 2025, with 26,625,080 votes for, 414,945 against, and 13,100 abstentions.

Positive

  • None.

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  • None.

    

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________

 

FORM 8-K

_______________

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported) December 2, 2025

 

_______________

 

Crexendo, Inc.

(Exact Name of Registrant as Specified in Its Charter)

_______________

 

Nevada

 

001-32277

 

87-0591719

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1225 West Washington St, Suite 213, Tempe, AZ 85288

(Address of Principal Executive Offices) (Zip Code)

 

(602) 714-8500

(Registrant’s Telephone Number, Including Area Code)

 

Not applicable.

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

  

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On December 2, 2025, Crexendo, Inc. (the “Company”) held its annual meeting of stockholders.  At the annual meeting, the following matters were submitted to the vote of the stockholders, with the results of voting on each such matter as set forth below:

 

Proposal 1: The Company's stockholders approved the election of Kevin Jackson, Todd A. Goergen, Jeffrey G. Korn, Steven G. Mihaylo, and David Williams to the Board as Class I directors, each for a term of two years, expiring at our annual meeting of stockholders to be held during 2027 and the election of Chris McKee to the Board as a Class II director, for a term of one year, expiring at our annual meeting of stockholders to be held during 2026.

  

 

 

Votes For

 

 

Votes Withheld

 

Kevin Jackson

 

 

25,161,158

 

 

 

1,482,102

 

Todd A. Goergen

 

 

24,503,419

 

 

 

2,139,841

 

Jeffrey G. Korn

 

 

26,404,893

 

 

 

238,367

 

Steven G. Mihaylo

 

 

25,047,779

 

 

 

1,595,481

 

David Williams

 

 

25,457,816

 

 

 

1,185,444

 

Chris McKee

 

 

26,389,356

 

 

 

253,904

 

  

Proposal 2: The Company's stockholders approved and granted advisory approval of the compensation of the Company's named executive officers.

 

Votes For

 

 

Votes Against

 

 

Abstain

 

 

23,845,465

 

 

 

2,219,983

 

 

 

577,812

 

  

 

Proposal 3: The Company’s stockholders approved a resolution that the advisory vote on “say on pay” should be held every three years.

 

1 Year

 

 

2 Years

 

 

3 Years

 

 

Abstained

 

 

6,695,487

 

 

 

188,035

 

 

 

19,736,327

 

 

 

23,411

 

  

Proposal 4: The Company's stockholders approved a proposal to appoint Urish Popeck & Co., LLC as our independent registered public accounting firm for our year ending December 31, 2025.

 

Votes For

 

 

Votes Against

 

 

Abstain

 

 

26,625,080

 

 

 

414,945

 

 

 

13,100

 

  

 

2

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: December 4,2025

 

Crexendo, Inc.

 

 

/S/ RONALD VINCENT

 

 

By:

Ronald Vincent

 

 

Chief Financial Officer

 

 

 

3

 

FAQ

What did Crexendo (CXDO) stockholders approve at the December 2, 2025 annual meeting?

Stockholders of Crexendo, Inc. approved the election of all director nominees, granted advisory approval of executive compensation, chose to hold the say-on-pay vote every three years, and approved the appointment of Urish Popeck & Co., LLC as the independent registered public accounting firm for the year ending December 31, 2025.

Which directors were elected to the Crexendo (CXDO) board and for how long?

Stockholders elected Kevin Jackson, Todd A. Goergen, Jeffrey G. Korn, Steven G. Mihaylo, and David Williams as Class I directors for two-year terms expiring at the 2027 annual meeting, and Chris McKee as a Class II director for a one-year term expiring at the 2026 annual meeting.

How did Crexendo (CXDO) stockholders vote on executive compensation?

On the advisory vote approving named executive officer compensation, Crexendo stockholders cast 23,845,465 votes for, 2,219,983 votes against, and 577,812 abstentions, indicating majority support for the company’s executive pay program.

What say-on-pay frequency did Crexendo (CXDO) stockholders choose?

On the advisory vote regarding the frequency of future say-on-pay votes, Crexendo stockholders most strongly supported holding the vote every three years, with 19,736,327 votes cast for that option, compared with 6,695,487 for one year, 188,035 for two years, and 23,411 abstentions.

Who is Crexendo’s (CXDO) independent registered public accounting firm for 2025?

Stockholders approved the appointment of Urish Popeck & Co., LLC as Crexendo’s independent registered public accounting firm for the year ending December 31, 2025, with 26,625,080 votes for, 414,945 against, and 13,100 abstentions.

Did any Crexendo (CXDO) director nominees receive notable opposition in the 2025 vote?

All director nominees received majority support. Jeffrey G. Korn received 26,404,893 votes for and 238,367 withheld, while other nominees, including Kevin Jackson and Steven G. Mihaylo, also received over 24 million votes for each, with lower withhold totals.

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