Exodus Movement CFO Reports RSU Tax-Withholding Sale of 5,222 Shares

Rhea-AI Filing Summary

James Gernetzke, Chief Financial Officer of Exodus Movement, Inc. (EXOD), reported the withholding sale of 5,222 shares of Class A common stock on 09/01/2025 at a price of $25.22 per share to satisfy tax withholding related to vested restricted stock units (RSUs). After the transaction he beneficially owns 444,616 shares. The filing explains these shares arise from multiple RSU grants: 3,049 RSUs from 01/05/2022 (vesting through 01/01/2026), 104,167 RSUs from 01/01/2023 (vesting through 01/01/2027), 89,469 RSUs from 03/13/2024 (vesting through 01/01/2028), and 52,228 RSUs from 05/21/2025 (vesting through 01/01/2029). The disposition was coded as a tax-withholding settlement of vested RSUs rather than an open-market decision.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding sale on RSU vesting; retains substantial ownership, no governance red flags evident.

The Form 4 shows a customary withholding of 5,222 shares to satisfy taxes on vested RSUs, executed at $25.22 per share. This is a standard administrative action following equity compensation vesting rather than a signaling sale. The CFO continues to beneficially own 444,616 shares, and the filing details multiple outstanding RSU award schedules that will vest through 2029, indicating ongoing long-term equity exposure aligned with shareholder interests.

Securities Analyst

TL;DR: Non-material routine transaction; impacts share count minimally and clarifies RSU vesting schedule.

The disposal of 5,222 shares represents a tax-withholding settlement tied to RSU vesting and does not indicate active divestiture intent. The transaction price of $25.22 is the reported per-share price on the vesting date. The detailed breakdown of RSU grants and vesting timelines provides transparency on future potential share issuances and dilution through 2029, which investors can model into outstanding share projections.

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^*

Gernetzke James

(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)

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

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		5,222(1)	D	$25.22(2)	444,616(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 Company's 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) 3,049 RSUs originally granted on January 5, 2022 that vest in equal monthly installments through January 1, 2026, (ii) 104,167 RSUs originally granted on January 1, 2023 that vest in equal monthly installments through January 1, 2027, (iii) 89,469 RSUs originally granted on March 13, 2024 that vest in equal monthly installments through January 1, 2028 and (iv) 52,228 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	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transaction did EXOD CFO James Gernetzke report on Form 4?

He reported the withholding sale of 5,222 shares of Class A common stock on 09/01/2025 to satisfy tax withholding related to vested RSUs.

At what price were the shares withheld/sold in the Form 4 filing for EXOD?

The filing reports a per-share price of $25.22 on the vesting date.

How many EXOD shares does James Gernetzke beneficially own after the transaction?

He beneficially owns 444,616 shares following the reported transaction.

What RSU grants and vesting schedules are disclosed in the Form 4 for EXOD?

The filing discloses: 3,049 RSUs (granted 01/05/2022, vesting through 01/01/2026), 104,167 RSUs (01/01/2023, vesting through 01/01/2027), 89,469 RSUs (03/13/2024, vesting through 01/01/2028), and 52,228 RSUs (05/21/2025, vesting through 01/01/2029).

Was this Form 4 transaction an open-market sale or a tax-withholding settlement?

The transaction was a tax-withholding settlement of vested RSUs, not characterized as an open-market sale in the filing.