Crexendo (NASDAQ: CXDO) COO exercises RSUs; tax withholdings, no open-market sales

Rhea-AI Filing Summary

Crexendo, Inc. Chief Operating Officer Gaylor Douglas Walter reported several equity compensation transactions. On March 4 and 5, 2026, he exercised multiple restricted stock unit (RSU) awards, converting them into shares of Crexendo common stock, including blocks of 70,000, 5,000, and 4,167 units.

In connection with these vested RSUs, the company withheld 1,368, 76, and 1,140 shares of common stock at prices of $6.47 and $6.88 per share to pay associated payroll taxes. Footnotes state these withholding transactions do not represent open‑market sales by the executive. Following the latest transactions, he directly owned 270,206 shares of Crexendo common stock.

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

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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^*

Gaylor Douglas Walter

(Last) (First) (Middle)

1225 W WASHINGTON ST

STE 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 Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		M		5,000	A	$0(1)	268,346	D
Common Stock	03/04/2026		F(2)		1,368	D	$6.47	266,978	D
Common Stock	03/04/2026		M		277	A	$0(1)	267,255	D
Common Stock	03/04/2026		F(4)		76	D	$6.47	267,179	D
Common Stock	03/05/2026		M		4,167	A	$0(1)	271,346	D
Common Stock	03/05/2026		F(6)		1,140	D	$6.88	270,206	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
Restricted Stock Units	$0(1)	03/04/2026		M			5,000	(3)	(3)	Common Stock	5,000	$0	40,000	D
Restricted Stock Units	$0(1)	03/04/2026		M			277	(5)	(5)	Common Stock	277	$0	9,723	D
Restricted Stock Units	$0(1)	03/05/2026		M			4,167	(7)	(7)	Common Stock	4,167	$0	16,667	D
Restricted Stock Units	$0(1)	03/04/2026		M		70,000		(8)	(8)	Common Stock	70,000	$0	70,000	D

Explanation of Responses:

1. Each RSU represents the right to receive, upon vesting, one share of CXDO common stock contingent on continued employment.

2. The Company withheld 1,368 shares of common stock for payment of the associated payroll taxes, using the closing stock price on March 4, 2026 of $6.47. This transaction does not represent a sale by the reporting person.

3. The RSUs will vest in equal quarterly installments over 12 quarters starting on June 4, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.

4. The Company withheld 76 shares of common stock for payment of the associated payroll taxes, using the closing stock price on March 4, 2026 of $6.47. This transaction does not represent a sale by the reporting person.

5. The RSUs vest in equal monthly installments over 36 months starting on March 4, 2026 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.

6. The Company withheld 1,140 shares of common stock for payment of the associated payroll taxes, using the closing stock price on March 5, 2026 of $6.88. This transaction does not represent a sale by the reporting person.

7. The RSUs vest in equal quarterly installments over 12 quarters starting on June 5, 2024 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.

8. The RSUs will vest in equal quarterly installments over 12 quarters starting on June 4, 2026 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting

	/s/Douglas Walter Gaylor	03/05/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Crexendo (CXDO) COO report on March 4–5, 2026?

Crexendo’s COO reported exercising several RSU awards on March 4–5, 2026, converting 4,167, 5,000, 277, and 70,000 restricted stock units into common shares. Related share withholdings were used solely to cover payroll tax obligations.

Did the Crexendo (CXDO) COO sell shares in the latest Form 4 filing?

The filing shows no open-market sales by the COO. Shares labeled with code “F” were withheld by the company—1,368, 76, and 1,140 shares—specifically to pay payroll taxes, and footnotes clarify these transactions are not sales by the reporting person.

How many Crexendo (CXDO) shares does the COO own after these Form 4 transactions?

After the reported transactions, the COO directly owned 270,206 shares of Crexendo common stock. This figure reflects the RSU conversions into common shares and the company’s tax-related share withholdings recorded on March 4 and March 5, 2026.

What were the tax withholding share prices in the Crexendo (CXDO) Form 4?

Tax-related share withholdings used closing prices of $6.47 and $6.88 per share. On March 4, 2026, 1,368 and 76 shares were withheld at $6.47, and on March 5, 2026, 1,140 shares were withheld at $6.88 to cover payroll taxes.

How do the Crexendo (CXDO) RSUs for the COO vest according to the Form 4 footnotes?

Several RSU grants vest in equal quarterly installments over 12 quarters starting June 5, 2024, June 4, 2025, and June 4, 2026, while another vests in equal monthly installments over 36 months starting March 4, 2026, all contingent on continuous employment.

What does transaction code M mean in the Crexendo (CXDO) COO Form 4?

Transaction code M in the filing indicates the exercise or conversion of a derivative security, specifically RSUs. For the COO, this means restricted stock units vested and were converted into shares of Crexendo common stock at a stated price of $0.00 per share.