Crexendo (CXDO) Chief Revenue Officer Files RSU Grants, Tax-Withholding

Rhea-AI Filing Summary

Jon Brinton, Chief Revenue Officer of Crexendo, Inc. (CXDO), reported insider transactions on Form 4 for September 4–5, 2025. On each date he was credited with 2,917 restricted stock units (RSUs) (code M) with a $0 per-share conversion, representing rights to receive one share per RSU upon vesting. The filings show the company withheld 769 shares on September 4 for payroll taxes using a closing price of $6.49 and withheld 769 shares on September 5 using a closing price of $6.59; the filings state these withholdings did not represent sales by the reporting person.

The RSUs described vest in equal quarterly installments over 12 quarters (two separate grant schedules are disclosed) and are contingent on continued employment. Following the reported transactions, the reported beneficially owned common shares moved between the ranges shown on the form (e.g., 115,054 and 116,433 in the disclosure lines).

Positive

• RSU grants disclosed: 2,917 RSUs recorded on 09/04/2025 and 2,917 RSUs recorded on 09/05/2025, showing compensation alignment with company equity.
• Vesting schedule provided: RSUs vest in equal quarterly installments over 12 quarters, contingent on continued employment, which supports retention incentives.
• Withholding clarified as tax payment: 769 shares withheld on each date for payroll taxes at stated closing prices, and the filing notes these were not sales by the reporting person.

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider received RSUs and paid payroll taxes via share withholding; transactions are routine compensation-related events.

The Form 4 discloses issuance of RSUs (2,917 on 9/4/2025 and 2,917 on 9/5/2025) that convert to one share each upon vesting, plus share withholding of 769 shares on each date to cover payroll taxes at closing prices of $6.49 and $6.59 respectively. These entries are recorded as acquisitions (code M) for RSUs and as dispositions (code F) for withheld shares, with explicit statements that withholding did not constitute a sale. For investors, this reflects compensation expense recognition and standard tax-withholding mechanics rather than open-market trading by the officer.

Corporate Governance Expert

TL;DR: Disclosure documents standard RSU grants and tax-withholding; vesting schedules tie retention to continued employment.

The filing provides clear vesting schedules: two separate RSU award series vesting in equal quarterly installments over 12 quarters, contingent on continued employment, and specifies share delivery upon vesting. Withholding of 769 shares on each date is explicitly for payroll taxes using the reported closing prices. The form is properly signed and identifies the reporting person as an officer (Chief Revenue Officer). These are routine governance disclosures for officer compensation.

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^*

Brinton Jon

(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 Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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	09/04/2025		M		2,917	A	$0(1)	115,054	D
Common Stock	09/04/2025		F(2)		769	D	$6.49	114,285	D
Common Stock	09/05/2025		M		2,917	A	$0(1)	117,202	D
Common Stock	09/05/2025		F(4)		769	D	$6.59	116,433	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)	09/04/2025		M			2,917	(3)	(3)	Common Stock	2,917	$0	29,167	D
Restricted Stock Units	$0(1)	09/05/2025		M			2,917	(5)	(5)	Common Stock	2,917	$0	17,500	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 769 shares of common stock for payment of the associated payroll taxes, using the closing stock price on September 4, 2025 of $6.49. 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 769 shares of common stock for payment of the associated payroll taxes, using the closing stock price on September 5, 2025 of $6.59. This transaction does not represent a sale by the reporting person.

5. 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.

	/s/Jon Brinton	09/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Jon Brinton (CXDO) report on Form 4?

The Form 4 reports receipt of 2,917 RSUs on 09/04/2025 and 2,917 RSUs on 09/05/2025, and withholding of 769 shares on each date for payroll taxes.

Were any shares sold by the reporting person in these transactions?

No. The filing states the 769 shares withheld on each date were used to pay payroll taxes and did not represent a sale by the reporting person.

At what prices were withheld shares valued for tax withholding?

The company used closing prices of $6.49 on September 4, 2025 and $6.59 on September 5, 2025 to calculate the withheld shares.

What is the vesting schedule for the RSUs reported by Jon Brinton?

The RSUs vest in equal quarterly installments over 12 quarters, contingent on continued employment; shares are delivered upon vesting.

How did the reported beneficial ownership numbers change after the transactions?

The form lists following-transaction common stock amounts on reporting lines such as 115,054, 114,285, 117,202, and 116,433 as shown in the disclosure table.