Exagen (XGN) CFO share sale mandated to cover RSU tax withholding

Rhea-AI Filing Summary

EXAGEN INC. Chief Financial Officer Jeffrey G. Black reported an open-market sale of 1,584 shares of common stock at a price of $3.61 per share. After this transaction, he directly owned 267,442 shares of the company’s stock.

According to the footnote, the sale was carried out at the direction of the company solely to cover tax withholding obligations arising from the vesting and settlement of Restricted Stock Units. It is described as a mandated transaction rather than a discretionary sale by the executive.

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^*

Black Jeffrey G.

(Last) (First) (Middle)

C/O EXAGEN INC.

1261 LIBERTY WAY

(Street)

VISTA CA 92081

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EXAGEN INC. [ XGN ]

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)
02/24/2026

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
Common Stock	02/24/2026		S(1)		1,584	D	$3.61	267,442	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. The sale reported on this Form 4 represents shares sold by the Reporting Person, at the direction of the Issuer, to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units. The sale is mandated solely by the Issuer and does not represent a discretionary transaction by the Reporting Person.

Remarks:

	/s/ Jeffrey G. Black	02/25/2026
	** 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).
** 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 insider transaction did EXAGEN INC. (XGN) disclose for its CFO?

EXAGEN INC. reported that Chief Financial Officer Jeffrey G. Black sold 1,584 shares of common stock at $3.61 per share. After this tax-related sale, his direct ownership stood at 267,442 shares, according to the Form 4 filing details and accompanying footnote.

Was the EXAGEN (XGN) CFO’s stock sale a discretionary transaction?

No. The filing states the sale was mandated solely by EXAGEN INC. to cover tax withholding obligations from vesting Restricted Stock Units. The footnote explains it does not represent a discretionary transaction by Chief Financial Officer Jeffrey G. Black, even though it appears as an open-market sale.

How many EXAGEN INC. (XGN) shares did the CFO sell and at what price?

Chief Financial Officer Jeffrey G. Black sold 1,584 shares of EXAGEN INC. common stock at $3.61 per share. This open-market sale was executed to satisfy tax withholding obligations tied to the vesting and settlement of Restricted Stock Units as described in the Form 4 footnote.

How many EXAGEN INC. (XGN) shares does the CFO hold after this Form 4 transaction?

Following the reported transaction, Chief Financial Officer Jeffrey G. Black directly owned 267,442 shares of EXAGEN INC. common stock. This post-transaction holding figure is disclosed in the Form 4, reflecting his remaining direct ownership after selling 1,584 shares to cover tax withholding.

Why did the EXAGEN (XGN) CFO sell shares according to the Form 4 footnote?

The footnote explains the shares were sold to cover tax withholding obligations triggered by the vesting and settlement of Restricted Stock Units. EXAGEN INC. directed the sale, and it is characterized as mandated by the issuer rather than a voluntary or discretionary sale by the executive.