Exodus Movement CEO Withholds Shares, Retains Major Stake

Rhea-AI Filing Summary

Exodus Movement, Inc. (EXOD) – Form 4 filing dated 8/4/2025

Chief Executive Officer, Director and >10% holder Jon Paul Richardson reported an automatic share disposition linked to RSU vesting on 1 Aug 2025. The company withheld 10,469 Class A shares at $30.84 each (≈ $0.32 million) to satisfy statutory tax obligations (Code F). Following the withholding, Richardson directly owns 896,312 Class A shares.

The filing also discloses outstanding RSUs that continue to vest monthly:

• 7,622 RSUs (grant 1/5/2022, vest through 1/1/2026)
• 221,355 RSUs (grant 1/1/2023, vest through 1/1/2027)
• 185,328 RSUs (grant 3/13/2024, vest through 1/1/2028)
• 109,500 RSUs (grant 5/21/2025, vest through 1/1/2029)

No derivatives were exercised or disposed of. Transaction was filed by a single reporting person and executed under normal equity plan procedures, not a 10b5-1 plan.

Positive

• CEO retains 896,312 shares, indicating continued substantial ownership and alignment with shareholder interests.
• Timely and transparent Form 4 filing reduces compliance and governance risk.

Negative

• 10,469 shares were disposed (≈ $0.32 M), which some investors may view as a modest negative signal despite being tax-related.

Insights

Securities Analyst

TL;DR: Mandatory tax-withholding sale; ownership still high; neutral-to-slightly negative sentiment.

The sale represents just ~1.2% of Richardson’s direct stake and was coded “F,” confirming it was an issuer-withheld transaction for taxes. Such events are routine and do not typically indicate a bearish view. Nonetheless, market participants sometimes interpret any insider sale as a modest negative signal. Importantly, the CEO retains nearly 0.9 million shares plus 524 k unvested RSUs, preserving strong alignment with shareholders.

Corporate Governance Expert

TL;DR: Transaction routine, disclosure clear; no governance red flags.

The filing adheres to Section 16 requirements, shows timely reporting (within two business days) and provides full RSU schedules, enhancing transparency. Code F transactions are viewed as administrative events, not discretionary trades. High residual equity stake maintains incentive alignment. I classify the impact as non-material for governance risk assessment.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Richardson Jon Paul

(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)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

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	08/01/2025		F		10,469(1)	D	$30.84(2)	896,312(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) 7,622 RSUs originally granted on January 5, 2022 that vest in equal monthly installments through January 1, 2026, (ii) 221,355 RSUs originally granted on January 1, 2023 that vest in equal monthly installments through January 1, 2027, (iii) 185,328 RSUs originally granted on March 13, 2024 that vest in equal monthly installments through January 1, 2028 and (iv) 109,500 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 Jon Paul Richardson	08/04/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many EXOD shares did CEO Jon Paul Richardson sell on 8/1/2025?

The filing shows 10,469 Class A shares were withheld by the issuer for taxes.

What was the sale price of the EXOD shares?

Shares were valued at $30.84 each on the vesting date.

How many EXOD shares does the CEO still own after the transaction?

Richardson directly owns 896,312 Class A shares post-transaction.

Why were the shares disposed of?

They were withheld to cover tax obligations arising from RSU vesting (Transaction Code F).

How many unvested RSUs remain outstanding for the CEO?

The filing lists 523,805 RSUs scheduled to vest monthly through 2029.

Is this Form 4 considered a 10b5-1 plan trade?

No. The form does not indicate the transaction was executed under a Rule 10b5-1(c) plan.