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CXDO Form 4: 10b5-1 sale and net option exercises by CFO Vincent Ron

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Vincent Ron, Chief Financial Officer of Crexendo, Inc. (CXDO), reported multiple equity transactions dated 08/07/2025. The Form 4 shows a sale of 8,200 shares executed pursuant to a pre-existing Rule 10b5-1 trading plan entered on December 9, 2024, with the filer stating he was not aware of material nonpublic information when the plan was adopted. The filing also records net exercises of stock options: the reporting person received 7,732 shares on a net exercise of an 18,050-share option and 2,866 shares on a net exercise of a 4,860-share option, with the company withholding 10,318 and 1,994 shares, respectively, to cover exercise price and payroll taxes using a closing price of $6.63.

The reported option exercise price is $2.72, and the options vest over 36 equal monthly installments beginning 11/24/2022. The Form lists multiple beneficial ownership figures following the transactions (examples shown on the form include 172,747 through 190,797 shares, depending on line item). The net-exercise entries are noted as not representing sales by the reporting person.

Positive

  • Sale executed under a 10b5-1 plan (plan dated 12/09/2024), indicating a pre-arranged, rule-compliant disposition
  • Net option exercises did not represent sales; shares were received and withheld to cover costs and taxes
  • Options exercisable at $2.72 while the closing price used for withholding was $6.63, demonstrating in‑the‑money exercises for the reporting person
  • Vesting schedule disclosed: options vest over 36 equal monthly installments beginning 11/24/2022

Negative

  • CFO sold 8,200 shares on 08/07/2025 as reported on the Form 4
  • Company withheld 10,318 and 1,994 shares to satisfy exercise price and payroll taxes, reducing newly issued share delivery to the reporting person

Insights

TL;DR: Routine pre‑planned sale plus in‑the‑money option exercises; results are largely mechanical, not a firm valuation signal.

The Form 4 documents a 10b5-1 sale of 8,200 shares and contemporaneous net exercises of options that generated 7,732 and 2,866 shares to the reporting person, with 10,318 and 1,994 shares withheld for exercise costs and taxes using a closing price of $6.63. The option exercise price is $2.72, so the exercises were materially in the money on the settlement date, creating realized economic value for the executive. Overall, these are common executive liquidity and compensation events documented as required; they do not by themselves change the company’s operating fundamentals.

TL;DR: Use of a documented 10b5-1 plan and disclosure of net exercises reflects compliance with insider trading rules.

The report explicitly states the sale was executed under a Rule 10b5-1(c) plan adopted on 12/09/2024 and confirms the filer attested to lack of material nonpublic information at plan adoption. Net exercises are disclosed with the number of shares withheld to satisfy exercise/payment obligations, and vesting schedules are specified (36 monthly installments beginning 11/24/2022). From a governance perspective, the filing shows adherence to standard disclosure and compensation mechanics; it documents liquidity and option exercise activity without indicating deviations from policy.

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).
X
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*
Vincent Ron

(Last) (First) (Middle)
1225 W WASHINGTON ST
SUITE 213

(Street)
TEMPE AZ 85288

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Crexendo, Inc. [ CXDO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Stock 08/07/2025 S(1) 8,200 D $6.518 172,747 D
Common Stock 08/07/2025 M 18,050 A $2.72 190,797 D
Common Stock 08/07/2025 F(2) 10,318 D $6.63 180,479 D
Common Stock 08/07/2025 M 4,860 A $2.72 185,339 D
Common Stock 08/07/2025 F(4) 1,994 D $6.63 183,345 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
Non-Qualified Stock Options $2.72 08/07/2025 M 18,050 (3) 10/24/2032 Common Stock 18,050 $2.72 0 D
ISO Stock Options $2.72 08/07/2025 M 4,860 (3) 10/24/2032 Common Stock 4,860 $2.72 2,090 D
Explanation of Responses:
1. This sale was made pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on December 9, 2024, at which time Mr. Vincent was not aware of material nonpublic information.
2. Represents a "net exercise" of outstanding stock options. The reporting person received 7,732 shares of common stock on net exercise of option to purchase 18,050 shares of common stock. The Company withheld 10,318 shares of common stock underlying the option for payment of the exercise price and associated payroll taxes, using the closing stock price on August 7, 2025 of $6.63, This transaction does not represent a sale by the reporting person.
3. The stock options are vesting over 36 equal monthly installments beginning on 11/24/2022.
4. Represents a "net exercise" of outstanding stock options. The reporting person received 2,866 shares of common stock on net exercise of option to purchase 4,860 shares of common stock. The Company withheld 1,994 shares of common stock underlying the option for payment of the exercise price, using the closing stock price on August 7, 2025 of $6.63, This transaction does not represent a sale by the reporting person.
/s/Ron Vincent 08/11/2025
** 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.

FAQ

What insider transactions did Vincent Ron (CXDO) report?

The Form 4 reports a sale of 8,200 shares and net exercises of options that resulted in receipt of 7,732 and 2,866 shares, with withholding of 10,318 and 1,994 shares to cover costs and taxes.

Was the 8,200-share sale part of a 10b5-1 trading plan for CXDO?

Yes. The filing states the sale was executed pursuant to a Rule 10b5-1(c) plan entered into on December 9, 2024, and the reporting person attested he was not aware of material nonpublic information when the plan was adopted.

What option terms and exercise prices are disclosed in the Form 4?

The filing shows stock options with an exercise price of $2.72. Two option transactions are reported: 18,050 and 4,860 share option amounts, with vesting over 36 monthly installments beginning 11/24/2022.

How was withholding handled for the net exercises in the filing?

The company withheld 10,318 shares from the 18,050 option and 1,994 shares from the 4,860 option to cover exercise price and payroll taxes using a closing price of $6.63.

How many shares does the Form show as beneficially owned after the transactions?

The Form lists multiple post-transaction beneficial ownership figures on different line items (examples shown include 172,747, 180,479, 183,345, 185,339, and 190,797), as presented on the filing.
Crexendo Inc

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203.13M
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1.85%
Telecom Services
Telephone Communications (no Radiotelephone)
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United States
TEMPE