Crexendo (NASDAQ: CXDO) COO vests RSUs and pays taxes in shares

Rhea-AI Filing Summary

Crexendo, Inc. Chief Operating Officer Douglas Walter Gaylor reported routine equity compensation activity on March 25, 2026. He acquired 556 shares of common stock through the vesting and conversion of restricted stock units, which represent stock-based pay for continued employment.

To cover payroll taxes on these vestings, the company withheld 153 shares of common stock (76 and 77 shares) valued at $6.48 per share, which the footnotes clarify are not open‑market sales. After these transactions, he directly holds 270,609 shares of Crexendo common stock. The RSU awards vest in equal monthly installments over 36 months starting on March 25, 2025 and October 25, 2025, subject to continued employment.

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 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/25/2026		M		278	A	$0(1)	270,484	D
Common Stock	03/25/2026		F(2)		76	D	$6.48	270,408	D
Common Stock	03/25/2026		M		278	A	$0(1)	270,686	D
Common Stock	03/25/2026		F(4)		77	D	$6.48	270,609	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)	03/25/2026		M			278	(3)	(3)	Common Stock	278	$0	6,390	D
Restricted Stock Units	$0(1)	03/25/2026		M			278	(5)	(5)	Common Stock	278	$0	8,334	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 76 shares of common stock for payment of the associated payroll taxes, using the closing stock price on March 25, 2026 of $6.48. This transaction does not represent a sale by the reporting person.

3. The RSUs 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.

4. The Company withheld 77 shares of common stock for payment of the associated payroll taxes, using the closing stock price on March 25, 2026 of $6.48. This transaction does not represent a sale by the reporting person.

5. The RSUs 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.

Remarks:

	/s/Douglas Walter Gaylor	03/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

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

Crexendo reported that COO Douglas Walter Gaylor had restricted stock units vest into 556 common shares. The company then withheld 153 shares to pay payroll taxes, leaving him with 270,609 directly held shares after the transactions.

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

The Form 4 shows no open‑market sales by the COO. Instead, 153 shares were withheld by the company at $6.48 per share solely to satisfy payroll tax obligations related to vested restricted stock units, as clarified in the footnotes.

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

After the March 25, 2026 transactions, COO Douglas Walter Gaylor directly holds 270,609 shares of Crexendo common stock. This figure reflects both the new shares from RSU vesting and the shares withheld by the company to cover payroll taxes.

What restricted stock unit activity did Crexendo (CXDO) disclose for its COO?

The company disclosed that 556 restricted stock units converted into common shares for the COO. Each RSU grants one share upon vesting, contingent on continued employment, with awards vesting monthly over 36 months starting March 25, 2025 and October 25, 2025.

How are the Crexendo (CXDO) COO’s RSUs scheduled to vest?

The RSUs vest in equal monthly installments over 36 months. One grant starts vesting on March 25, 2025 and another on October 25, 2025, with delivery of one common share per RSU, subject to the COO’s continuous employment.

Why did Crexendo (CXDO) withhold shares from the COO’s vested RSUs?

Crexendo withheld 76 and 77 shares of common stock, valued at $6.48 per share, to pay associated payroll taxes on the RSU vesting. Footnotes clarify these are tax-withholding dispositions and do not represent discretionary sales by the COO.