STOCK TITAN

Crexendo (NASDAQ: CXDO) COO reports stock sales, buy trade and RSU vesting

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Crexendo, Inc. Chief Operating Officer Douglas Walter Gaylor reported a mix of stock sales, purchases, and equity compensation events involving Crexendo common shares. He sold 20,000 shares at a weighted average price of $9.3736 and 10,000 shares at $8.6601 in open‑market transactions, while purchasing 10,000 shares at $8.1541. A total of 77 shares were withheld at $8.17 on May 4, 2026 to cover payroll taxes, which the company notes does not represent a sale by him.

Gaylor also exercised 278 restricted stock units into an equal number of common shares, with each RSU representing one share upon vesting. Following these transactions, he holds 271,490 shares of common stock directly and 9,167 restricted stock units that vest in equal monthly installments over 36 months starting March 4, 2026. The filing notes that at least one sale was executed under a pre‑arranged Rule 10b5‑1(c) trading plan.

Positive

  • None.

Negative

  • None.

Insights

COO’s trades show a net sale but largely routine, plan-based activity.

Crexendo’s COO, Douglas Walter Gaylor, reported open‑market sales of 30,000 shares of common stock at weighted average prices between about $8.66 and $9.37, along with a 10,000‑share open‑market purchase at $8.1541. The filing also records 278 restricted stock units converting into common shares.

A separate entry shows 77 shares withheld at $8.17 on May 4, 2026 to pay payroll taxes, which the company clarifies is not a sale. After all transactions, Gaylor directly owns 271,490 common shares and 9,167 RSUs that vest monthly over 36 months starting March 4, 2026, indicating a continuing equity stake.

One sale was executed under a pre‑arranged Rule 10b5‑1(c) trading plan adopted on December 11, 2024, suggesting the timing of at least that disposition was scheduled in advance. Overall, this blend of sales, a purchase, and routine equity vesting reads as ongoing portfolio and compensation management rather than a thesis‑changing move.

Insider Gaylor Douglas Walter
Role Chief Operating Officer
Bought 10,000 shs ($82K)
Sold 30,000 shs ($274K)
Type Security Shares Price Value
Exercise Restricted Stock Units 278 $0.00 --
Exercise Common Stock 278 $0.00 --
Tax Withholding Common Stock 77 $8.17 $629.09
Purchase Common Stock 10,000 $8.1541 $82K
Sale Common Stock 10,000 $8.6601 $87K
Sale Common Stock 20,000 $9.3736 $187K
Holdings After Transaction: Restricted Stock Units — 9,167 shares (Direct, null); Common Stock — 271,490 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 4, 2026 of $8.17. This transaction does not represent a sale by the reporting person. 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.1401 to $8.1601. Details can be provided upon request. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.5001 to $8.7001. Details can be provided upon request. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.2471 to $9.5001. Details can be provided upon request. This sale was made pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on December 11, 2024, at which time Mr. Gaylor was not aware of material nonpublic information.
Open-market sale 1 20,000 shares at $9.3736 Common stock sale, weighted average price
Open-market sale 2 10,000 shares at $8.6601 Additional common stock sale, weighted average price
Open-market purchase 10,000 shares at $8.1541 Common stock purchase by COO
Tax withholding shares 77 shares at $8.17 Shares withheld for payroll taxes on May 4, 2026
RSUs converted 278 RSUs into 278 shares Exercise/conversion of restricted stock units
Shares held after transactions 271,490 shares Direct common stock ownership post-transactions
RSUs outstanding 9,167 RSUs Unvested restricted stock units after reported activity
Restricted Stock Units financial
"Each RSU represents the right to receive, upon vesting, one share"
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.
Rule 10b5-1(c) regulatory
"This sale was made pursuant to a plan intended to comply with Rule 10b5-1(c)"
Rule 10b5-1(c) is an SEC guideline that lets company insiders set up a written, pre-planned schedule to buy or sell their company stock when they are not in possession of material, nonpublic information. For investors, it matters because such plans can reduce the appearance of insider trading by separating decisions from inside knowledge—like putting your trades on autopilot—while also requiring scrutiny since pre-planned trades can still affect market confidence and share value.
tax-withholding disposition financial
"The Company withheld 77 shares of common stock for payment of the associated payroll taxes"
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.
weighted average price financial
"The reported price in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
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)
05/04/2026
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 Stock05/04/2026M278A$0(1)271,490D
Common Stock05/04/2026F(2)77D$8.17271,413D
Common Stock05/04/2026P(7)10,000D$8.1541(4)261,413D
Common Stock05/05/2026S(7)10,000D$8.6601(5)251,413D
Common Stock05/06/2026S(7)20,000D$9.3736(6)231,413D
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)05/04/2026M278 (3) (3)Common Stock278$09,167D
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 4, 2026 of $8.17. 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 4, 2026 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting.
4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.1401 to $8.1601. Details can be provided upon request.
5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.5001 to $8.7001. Details can be provided upon request.
6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.2471 to $9.5001. Details can be provided upon request.
7. This sale was made pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on December 11, 2024, at which time Mr. Gaylor was not aware of material nonpublic information.
/s/Douglas Walter Gaylor05/06/2026
** 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) COO Douglas Gaylor report?

He reported multiple transactions in Crexendo common stock, including open‑market sales totaling 30,000 shares and a 10,000‑share open‑market purchase. The filing also shows RSU conversion into 278 common shares and 77 shares withheld to cover payroll taxes, not treated as a market sale.

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

After the reported transactions, COO Douglas Gaylor directly holds 271,490 shares of Crexendo common stock. He also has 9,167 restricted stock units outstanding, which represent additional shares to be delivered upon vesting over time, subject to his continued employment with the company.

Were Crexendo (CXDO) COO stock sales made under a Rule 10b5-1 plan?

Yes. The filing states that one of Douglas Gaylor’s stock sales was executed under a Rule 10b5‑1(c) trading plan. That plan was entered into on December 11, 2024, at a time when he was represented as not being aware of material nonpublic information.

How are Crexendo (CXDO) COO’s restricted stock units structured and when do they vest?

Each restricted stock unit represents the right to receive one share of Crexendo common stock upon vesting. The RSUs vest in equal monthly installments over 36 months beginning on March 4, 2026, with shares delivered as they vest, assuming Douglas Gaylor’s continuous employment.

Why did Crexendo (CXDO) withhold 77 shares from the COO and is that a sale?

Crexendo withheld 77 shares of common stock at $8.17 to pay associated payroll taxes tied to equity compensation. The company specifically notes this tax‑withholding transaction does not represent a sale by Douglas Gaylor, distinguishing it from open‑market selling activity.

What prices were involved in the Crexendo (CXDO) COO’s recent share sales and purchase?

Douglas Gaylor sold 20,000 shares at a weighted average price of $9.3736 and 10,000 shares at $8.6601. He also purchased 10,000 shares at $8.1541. The filing notes that the sale prices reflect weighted averages across multiple trades within specified price ranges.