Crexendo (CXDO) Form 4: Executive RSU Grants and Tax Withholding Details

Rhea-AI Filing Summary

Insider Form 4 summary: Crexendo, Inc. (CXDO) Chief Technology Officer David T. Wang reported receipt of restricted stock units (RSUs) and withholding of shares for payroll taxes in early September 2025. On 09/04/2025 he was granted 2,083 RSUs and on 09/05/2025 he was granted 2,917 RSUs; each RSU converts to one share upon vesting. The company withheld 1,058 shares on 09/04/2025 at a closing price of $6.49 and 1,482 shares on 09/05/2025 at $6.59 to satisfy payroll tax obligations; these withholdings are not sales by the reporting person. Following the reported transactions, Mr. Wang beneficially owned 453,147 shares as of 09/05/2025, held directly. The RSUs vest in equal quarterly installments over 12 quarters from their respective start dates, contingent on continued employment.

Positive

• RSU grants align executive incentives through multi-quarter vesting, encouraging retention and long-term performance.
• Withholding of shares for taxes indicates administrative settling of tax obligations rather than open-market selling by the insider.

Negative

• Potential dilution exists as RSUs convert to shares upon vesting, though amounts reported are modest.

Insights

Corporate Governance Expert

TL;DR: Routine executive compensation via RSUs aligns CTO incentives with shareholders; withholding of shares for taxes is administrative, not a market sale.

The reported activity is a standard compensation event: grant and vesting of restricted stock units subject to multi-year service conditions. The quarterly vesting schedule over 12 quarters encourages long-term retention and alignment with shareholder value. Share withholding to cover payroll taxes is customary and explicitly noted as not representing a sale, reducing potential misinterpretation of insider selling. Ownership of ~453k shares provides meaningful insider alignment but the filing contains no indication of accelerated vesting, change-in-control clauses, or other unusual governance terms.

Securities Analyst

TL;DR: Transactions are immaterial to company capitalization and reflect compensation mechanics rather than market-disposition by the insider.

The filings show issuance of 5,000 RSUs (2,083 and 2,917) with immediate vesting events recorded as 'M' (award/issuance) and share withholding for tax obligations at market prices of $6.49 and $6.59. The net incremental shares outstanding from these events are modest relative to typical public company floats, and the withheld amounts reduce immediate dilution. No options were exercised for cash, and there is no evidence of divestiture pressure from the reporting person. Impact on near-term share supply and earnings-per-share is likely negligible.

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^*

Wang David Tzat-kin

(Last) (First) (Middle)

8910 UNIVERSITY CENTER LANE

STE 400

(Street)

SAN DIEGO CA 92122

(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 Technology 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		2,083	A	$0(1)	451,288	D
Common Stock	09/04/2025		F(2)		1,058	D	$6.49	450,230	D
Common Stock	09/05/2025		M		2,917	A	$0(1)	453,147	D
Common Stock	09/05/2025		F(4)		1,482	D	$6.59	451,665	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			2,083	(3)	(3)	Common Stock	2,083	$0	20,834	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 1,058 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 1,482 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/ David Tzat-kin Wang	09/08/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transactions were reported for CXDO on the September 2025 Form 4?

David T. Wang received 2,083 RSUs on 09/04/2025 and 2,917 RSUs on 09/05/2025, with share withholding of 1,058 and 1,482 shares respectively for payroll taxes.

Did the Form 4 report any insider sales by the reporting person?

No. The withheld shares were used to satisfy payroll taxes and are explicitly stated not to be sales by the reporting person.

How many shares did the reporting person own after the transactions?

451,288 shares after 09/04 transactions and 453,147 shares following 09/05 transactions as reported on the Form 4.

What were the withholding prices used for payroll taxes?

$6.49 per share on 09/04/2025 and $6.59 per share on 09/05/2025 for the withheld shares.

When do the RSUs vest?

RSUs vest in equal quarterly installments over 12 quarters from their respective start dates (June 4, 2025 and June 5, 2024), contingent on continued employment.