STOCK TITAN

Crexendo (NASDAQ: CXDO) COO gains stock through 40,000 RSUs and tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Crexendo, Inc.’s Chief Operating Officer, Douglas Walter Gaylor, reported compensation-related stock activity. He was granted 40,000 Restricted Stock Units (RSUs), each representing one share of CXDO common stock upon vesting, contingent on continued employment. The RSUs vest in equal monthly installments over 36 months starting on March 25, 2025, October 25, 2025, and June 27, 2026, with shares delivered upon vesting. He also exercised RSUs into a total of 556 shares of common stock. To cover associated payroll taxes, the company withheld 77 and 76 shares at a closing stock price of $9.61 on May 25, 2026; footnotes state these tax-withholding transactions do not represent sales by the reporting person. After these transactions, he directly holds 227,614 shares of common stock, alongside remaining unvested RSUs.

Positive

  • None.

Negative

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Insider Gaylor Douglas Walter
Role Chief Operating Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 278 $0.00 --
Exercise Restricted Stock Units 278 $0.00 --
Grant/Award Restricted Stock Units 40,000 $0.00 --
Exercise Common Stock 278 $0.00 --
Tax Withholding Common Stock 77 $9.61 $739.97
Exercise Common Stock 278 $0.00 --
Tax Withholding Common Stock 76 $9.61 $730.36
Holdings After Transaction: Restricted Stock Units — 5,835 shares (Direct, null); Common Stock — 227,691 shares (Direct, null)
Footnotes (1)
  1. Each RSU represents the right to receive, upon vesting, one share of CXDO common stock contingent on continued employment. The Company withheld 77 shares of common stock for payment of the associated payroll taxes, using the closing stock price on May 25, 2026 of $9.61. This transaction does not represent a sale by the reporting person. The Company withheld 76 shares of common stock for payment of the associated payroll taxes, using the closing stock price on May 25, 2026 of $9.61. This transaction does not represent a sale by the reporting person. The RSUs will vest in equal monthly installments over 36 months starting on March 25, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting. The RSUs will vest in equal monthly installments over 36 months starting on October 25, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting. The RSUs will vest in equal monthly installments over 36 months starting on June 27, 2026 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.
RSU grant size 40,000 RSUs Each RSU equals one share of common stock upon vesting
RSU exercises 556 shares Total common shares from two 278-share derivative exercises
Tax withholding shares 153 shares 77 and 76 shares withheld for payroll taxes
Withholding price $9.61 per share Closing stock price on May 25, 2026 used for tax withholding
Post-transaction holdings 227,614 shares Common stock directly owned after reported transactions
RSU vesting period 36 months Equal monthly vesting for each RSU award
Restricted Stock Units financial
"Each RSU represents the right to receive, upon vesting, one share of CXDO common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vesting financial
"The RSUs will vest in equal monthly installments over 36 months"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
payroll taxes financial
"The Company withheld 77 shares of common stock for payment of the associated payroll taxes"
SEC Form 4
FORM 4UNITED 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).
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 ARIZONA 85288

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Crexendo, Inc. [ CXDO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/25/2026M278A$0(1)227,691D
Common Stock05/25/2026F(2)77D$9.61227,614D
Common Stock05/25/2026M278A$0(1)227,892D
Common Stock05/25/2026F(3)76D$9.61227,816D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$0(1)05/25/2026M278 (4) (4)Common Stock278$05,835D
Restricted Stock Units$0(1)05/25/2026M278 (5) (5)Common Stock278$07,779D
Restricted Stock Units$0(1)05/27/2026A40,000 (6) (6)Common Stock40,000$040,000D
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 77 shares of common stock for payment of the associated payroll taxes, using the closing stock price on May 25, 2026 of $9.61. This transaction does not represent a sale by the reporting person.
3. The Company withheld 76 shares of common stock for payment of the associated payroll taxes, using the closing stock price on May 25, 2026 of $9.61. This transaction does not represent a sale by the reporting person.
4. The RSUs will vest in equal monthly installments over 36 months starting on March 25, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.
5. The RSUs will vest in equal monthly installments over 36 months starting on October 25, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.
6. The RSUs will vest in equal monthly installments over 36 months starting on June 27, 2026 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.
/s/Douglas Walter Gaylor05/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Crexendo (CXDO) report for its COO?

Crexendo’s COO, Douglas Walter Gaylor, reported a grant of 40,000 Restricted Stock Units and small RSU exercises totaling 556 common shares. The filing also shows share withholdings to cover payroll taxes, rather than open-market sales, and updated direct ownership of 227,614 common shares.

How many RSUs were granted to the Crexendo (CXDO) COO in this filing?

The COO received a grant of 40,000 Restricted Stock Units. Each RSU represents the right to receive one share of Crexendo common stock upon vesting, so this award can translate into 40,000 shares over time if all vesting and continuous employment conditions are satisfied.

How do the Crexendo (CXDO) COO’s RSUs vest over time?

The RSUs vest in equal monthly installments over 36 months starting on March 25, 2025, October 25, 2025, and June 27, 2026. Vesting is contingent on continuous employment, and shares of common stock will be delivered as each monthly tranche vests under these schedules.

Were any of the Crexendo (CXDO) COO’s reported transactions open-market sales?

The filing describes 77 and 76 shares of common stock withheld by the company to pay payroll taxes at a $9.61 closing price on May 25, 2026. Footnotes explicitly state these tax-withholding transactions do not represent sales by the reporting person in the open market.

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

After the reported grant, RSU exercises, and tax-withholding events, the COO directly holds 227,614 shares of Crexendo common stock. This total reflects his updated ownership position following the compensation-related equity activity disclosed in the Form 4 filing.

What prices and share amounts were used for Crexendo (CXDO) tax withholding?

To cover payroll taxes, the company withheld 77 and 76 shares of common stock using a closing stock price of $9.61 on May 25, 2026. These withholdings are treated as dispositions for tax purposes but are not characterized as discretionary sales by the COO.