4/A: Crexendo CFO Amends Filing, Discloses Stock Sale and RSU Vesting
Insider Transaction Report Amendment
Crexendo's Chief Financial Officer, Ron Vincent, filed an amended Form 4 to report a stock sale under a 10b5-1 plan and subsequent RSU vestings and tax withholdings.
Summary
- Ron Vincent, Chief Financial Officer of Crexendo, Inc. (CXDO), filed an amended Form 4 to correct a previous filing.
- The amendment includes a sale of 1,011 shares of common stock at a price of $7.784 per share on January 22, 2026.
- This sale was executed pursuant to a Rule 10b5-1(c) plan established on December 9, 2024.
- On January 25, 2026, Mr. Vincent acquired 277 shares of common stock twice through the vesting of Restricted Stock Units (RSUs) at a price of $0.
- The company withheld 90 shares and 91 shares of common stock on January 25, 2026, at a price of $7.45 per share, to cover associated payroll taxes for the RSU vestings.
- Following these transactions, Mr. Vincent beneficially owns 172,635 shares of common stock directly and 8,890 derivative Restricted Stock Units.
Sentiment
Score: 5
Explanation: The filing is a standard insider transaction report (Form 4/A) detailing pre-planned stock sales and RSU vestings, which are routine and do not inherently indicate positive or negative sentiment about the company's performance.
Positives
- The sale of common stock was conducted under a Rule 10b5-1(c) plan, indicating a pre-arranged transaction not based on material nonpublic information at the time the plan was entered into.
- The vesting of Restricted Stock Units (RSUs) represents a form of equity compensation, aligning management's interests with shareholders and indicating continued employment.
Negatives
- A sale of common stock by a Chief Financial Officer, even under a 10b5-1 plan, reduces their direct beneficial ownership in the company.
Future Outlook
This filing is an insider transaction report and does not contain any forward-looking statements or guidance regarding the company's future performance or strategic outlook.
Management Comments
- "This sale was made pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on December 9, 2024, at which time Mr. Vincent was not aware of material nonpublic information."
- "Each RSU represents the right to receive, upon vesting, one share of CXDO common stock contingent on continued employment."
- "The Company withheld 90 shares of common stock for payment of the associated payroll taxes, using the closing stock price on January 25, 2026 of $7.45. This transaction does not represent a sale by the reporting person."
- "The RSUs vest in equal monthly installments over 36 months starting on March 25, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting."
- "The Company withheld 91 shares of common stock for payment of the associated payroll taxes, using the closing stock price on January 25, 2026 of $7.45. This transaction does not represent a sale by the reporting person."
- "The RSUs vest in equal monthly installments over 36 months starting on October 25, 2025 until such time as the RSUs are 100% vested, subject to continuous employment. Shares will be delivered upon vesting."
Industry Context
This Form 4/A filing is a routine disclosure of insider transactions and does not provide information relevant to broader industry trends or competitive analysis.
Stakeholder Impact
- Shareholders: The sale of common stock by the CFO slightly reduces their direct ownership, while RSU vestings represent ongoing equity incentives. The 10b5-1 plan mitigates concerns about opportunistic insider trading.
- Employees: The RSU vesting terms emphasize continuous employment, which is a standard practice for retaining key personnel.
Next Steps
- Continued vesting of Restricted Stock Units in equal monthly installments over 36 months, contingent on continuous employment.
Key Dates
| Date | Description |
|---|---|
| December 9, 2024 | Date when the Rule 10b5-1(c) plan for stock sale was entered into. |
| March 25, 2025 | Start date for the 36-month equal monthly vesting of the first batch of Restricted Stock Units. |
| October 25, 2025 | Start date for the 36-month equal monthly vesting of the second batch of Restricted Stock Units. |
| January 22, 2026 | Transaction date for the sale of 1,011 shares of common stock. |
| January 25, 2026 | Transaction date for RSU vestings and associated tax withholdings. |
| January 27, 2026 | Date of original Form 4 filing that did not include the January 22, 2026 transaction. |
| January 28, 2026 | Date of the amended Form 4/A filing. |
Keywords
Crexendo, CXDO, Form 4/A, Insider Transaction, Stock Sale, RSU Vesting, Chief Financial Officer, Ron Vincent, 10b5-1 Plan, Beneficial Ownership
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