Exodus Movement (EXOD) CFO has 5,479 shares withheld for RSU taxes

Rhea-AI Filing Summary

Exodus Movement, Inc. Chief Financial Officer James Gernetzke reported a tax-related share withholding tied to vested restricted stock units. On 02/01/2026, the company withheld 5,479 shares of Class A common stock at $13.09 per share to cover tax obligations upon RSU vesting and settlement.

After this transaction, Gernetzke beneficially owned 501,959 shares of Class A common stock, including RSUs that vest in monthly installments through dates ranging from January 1, 2027 to January 1, 2030. Each RSU represents one share deliverable upon settlement.

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)
02/01/2026

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	02/01/2026		F		5,479(1)	D	$13.09(2)	501,959(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) 71,615 RSUs originally granted on January 1, 2023 that vest in equal monthly installments through January 1, 2027, (ii) 73,493 RSUs originally granted on March 13, 2024 that vest in equal monthly installments through January 1, 2028 and (iii) 45,700 RSUs originally granted on May 21, 2025 that vest in equal monthly installments through January 1, 2029, (iv) 81,459 RSUs originally granted on December 30, 2025 that vest in equal monthly installments through January 1, 2030. Each RSU represents the right to receive one share of Class A Common Stock upon settlement.

	/s/ James Gernetzke	02/04/2026
	** 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).
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FAQ

What did Exodus Movement (EXOD) disclose in this Form 4 filing?

Exodus Movement reported a tax-related share withholding for its CFO. On February 1, 2026, the company withheld 5,479 shares of Class A common stock to satisfy tax obligations arising from the vesting and settlement of previously granted restricted stock units.

How many Exodus Movement (EXOD) shares were withheld and at what price?

The company withheld 5,479 Class A shares at $13.09 each. These shares were retained by Exodus Movement to cover tax withholding obligations linked to the CFO’s vesting restricted stock units, rather than representing an open-market sale transaction.

How many Exodus Movement (EXOD) shares does the CFO own after the transaction?

After the transaction, the CFO beneficially owned 501,959 shares. This total includes Class A common stock and unvested restricted stock units that are scheduled to vest in monthly installments over several years, each RSU convertible into one Class A share upon settlement.

Why were Exodus Movement (EXOD) shares withheld in this Form 4 event?

The shares were withheld to cover tax obligations on RSU vesting. When restricted stock units vested and settled, Exodus Movement retained 5,479 Class A common shares instead of delivering them, using those shares’ value to satisfy required tax withholding.

What restricted stock unit grants are outstanding for the Exodus Movement (EXOD) CFO?

The CFO holds several RSU grants vesting monthly through 2027–2030. These include awards originally granted in 2023, 2024, 2025, and 2025 year-end, each vesting in equal monthly installments and delivering one Class A share per RSU upon settlement.

Does this Exodus Movement (EXOD) Form 4 indicate an open-market share sale by the CFO?

No, the filing reflects tax withholding, not a discretionary sale. The transaction code “F” and footnotes show shares were withheld by Exodus Movement to satisfy tax obligations arising from the vesting and settlement of previously granted restricted stock units.