Exodus Movement Insider Filing: 9,878 Shares Withheld for Taxes at $25.22

Rhea-AI Filing Summary

Daniel Castagnoli, a director, >10% owner and President of 3ZERO, reported a transaction in Exodus Movement, Inc. (EXOD) on 09/01/2025. The filing shows 9,878 shares of Class A common stock were disposed (transaction code F) at a price of $25.22 per share; the filing explains those shares were withheld to satisfy tax withholding on the vesting and settlement of previously granted restricted stock units (RSUs). After the withholding, Castagnoli beneficially owns 803,809 shares of Class A common stock. The filing lists the RSU grants underlying his holdings: 6,098 RSUs from 01/05/2022, 208,334 RSUs from 01/01/2023, 178,937 RSUs from 03/13/2024 and 53,415 RSUs from 05/21/2025, each vesting in equal monthly installments to their stated vesting end dates.

Positive

• Shares withheld were for tax obligations on RSU settlement, indicating the disposition was administrative rather than an open-market sale
• Reporting person retains substantial beneficial ownership at 803,809 Class A shares, showing ongoing alignment with shareholders
• Filing discloses detailed RSU grant vintages and vesting schedules, enabling clear visibility into future vesting

Negative

• Beneficial ownership decreased by 9,878 shares due to withholding on RSU settlement
• The transaction price ($25.22) reflects the vesting date price, but the filing does not state whether any other shares were sold in open-market transactions during the period

Insights

Securities Analyst

TL;DR: Insider had RSUs vest and shares were withheld for taxes; holding remains substantial at 803,809 shares.

The Form 4 reports a routine tax-withholding disposition following RSU settlement rather than an open-market sale, indicated by Transaction Code F and the explanatory note. The disposal of 9,878 shares at $25.22 reduced Castagnoli's reported beneficial holdings to 803,809 shares but does not reflect a voluntary liquidity event. For investors tracking insider alignment, continued vesting of multiple RSU grants suggests ongoing compensation-linked equity ownership rather than opportunistic selling. The filing provides specific grant vintages and vesting schedules, enabling precise modeling of future potential vesting and dilution timing.

Corporate Governance Expert

TL;DR: Governance signal is neutral—insider retained large ownership; withholding for taxes is standard administrative action.

The disclosure shows standard administrative withholding on RSU settlement; there is no indication of discretionary share sales or changes in control. Castagnoli remains a significant beneficial owner and a director, and the detailed RSU schedule clarifies future vesting cadence. From a governance perspective, the filing documents compensation execution consistent with equity incentive plans and confirms proper Section 16 reporting via an attorney-in-fact signature.

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^*

Castagnoli Daniel

(Last) (First) (Middle)

15418 WEIR ST., #333

(Street)

OMAHA NE 68137

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Exodus Movement, Inc. [ EXOD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President, 3ZERO

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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
Class A Common Stock	09/01/2025		F		9,878(1)	D	$25.22(2)	803,809(3)	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

Explanation of Responses:

1. In connection with the vesting and settlement of restricted stock units ("RSUs") previously granted under the Issuer's equity incentive plans, the Issuer withheld shares of Class A common stock, par value $0.000001 per share ("Class A Common Stock") to satisfy its tax withholding obligations.

2. Represents the price of the Company's Class A Common Stock on the vesting date.

3. Includes (i) 6,098 RSUs originally granted on January 5, 2022 that vest in equal monthly installments through January 1, 2026, (ii) 208,334 RSUs originally granted on January 1, 2023 that vest in equal monthly installments through January 1, 2027, (iii) 178,937 RSUs originally granted on March 13, 2024 that vest in equal monthly installments through January 1, 2028 and (iv) 53,415 RSUs originally granted on May 21, 2025 that vest in equal monthly installments through January 1, 2029. Each RSU represents the right to receive one share of Class A Common Stock upon settlement.

	/s/ James Gernetzke, attorney-in-fact for Daniel Castagnoli	09/03/2025
	** 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).
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FAQ

What did Daniel Castagnoli report on the EXOD Form 4?

The Form 4 reports a 09/01/2025 disposition of 9,878 Class A shares at $25.22 per share due to tax withholding on RSU settlement; beneficial ownership after the transaction is 803,809 shares.

Why were 9,878 shares disposed according to the Form 4?

The filing explains those shares were withheld to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement of RSUs.

What RSU grants underlie Castagnoli's holdings?

The filing lists RSUs: 6,098 from 01/05/2022, 208,334 from 01/01/2023, 178,937 from 03/13/2024, and 53,415 from 05/21/2025, each vesting in equal monthly installments to their respective end dates.

Does the Form 4 show an open-market sale by the insider?

No. The transaction is coded F and the explanation states shares were withheld for taxes on RSU settlement, not sold in the open market.

Who signed the Form 4 filing for Castagnoli?

The Form 4 was signed by James Gernetzke, attorney-in-fact for Daniel Castagnoli on 09/03/2025.