Form 4: Crexendo COO Douglas Gaylor Reports Vesting of Restricted Stock Units and Tax-Related Share Withholding

Crexendo, Inc.'s Chief Operating Officer, Douglas Walter Gaylor, reported the vesting of 277 restricted stock units into common stock and the subsequent withholding of 76 shares for tax obligations on June 25, 2025.

Summary

• Douglas Walter Gaylor, Chief Operating Officer of Crexendo, Inc. (CXDO), reported transactions involving the company's common stock and Restricted Stock Units (RSUs).
• On June 25, 2025, 277 Restricted Stock Units (RSUs) vested, converting into 277 shares of CXDO common stock. Each RSU represents the right to receive one share upon vesting, contingent on continued employment.
• Following the vesting, the company withheld 76 shares of common stock to cover associated payroll taxes. This withholding was based on the closing stock price of $5.75 on June 25, 2025, and does not represent a sale by Mr. Gaylor.
• After these transactions, Mr. Gaylor directly beneficially owns 237,470 shares of common stock and 8,890 Restricted Stock Units.
• The RSUs vest in equal monthly installments over 36 months, commencing on March 25, 2025, contingent on continuous employment.

Sentiment

Score: 6

Explanation: The document reports routine equity compensation vesting and tax withholding for a key executive. While not indicative of new strategic initiatives or financial performance, it reflects ongoing executive compensation practices and continued alignment of management's interests with the company's stock performance. The transactions are expected and do not suggest any immediate positive or negative operational changes.

Positives

• The vesting of Restricted Stock Units indicates continued employment and alignment of management's interests with shareholders.
• The acquisition of 277 shares of common stock through RSU vesting increases the COO's direct ownership in the company.

Negatives

• 76 shares were withheld by the company for tax purposes, reducing the net shares received by the COO from the RSU vesting.

Future Outlook

The remaining 8,890 Restricted Stock Units are set to vest in equal monthly installments over 36 months, starting from March 25, 2025, contingent on Douglas Walter Gaylor's continuous employment.

Management Comments

• "Each RSU represents the right to receive, upon vesting, one share of CXDO common stock contingent on continued employment."
• "The Company withheld 76 shares of common stock for payment of the associated payroll taxes, using the closing stock price on June 25, 2025 of $5.75. 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."

Industry Context

This Form 4 filing details routine equity compensation vesting and tax withholding for a corporate officer, which is a common practice across publicly traded companies to align executive incentives with shareholder value and manage tax obligations related to equity awards.

Related Party Transactions

• The vesting of Restricted Stock Units and subsequent tax withholding involves a transaction between the company (Crexendo, Inc.) and its Chief Operating Officer (Douglas Walter Gaylor), which is a related party transaction common in executive compensation.

Stakeholder Impact

• Shareholders: The vesting and tax withholding are routine and reflect the company's ongoing executive compensation strategy, which aims to align management incentives with shareholder value. The slight increase in shares held by the COO (net of tax withholding) could be seen as a positive for alignment.
• Employees: The RSU vesting terms (contingent on continued employment) highlight the company's approach to retaining key personnel through long-term equity incentives.

Next Steps

• Continued vesting of the remaining 8,890 Restricted Stock Units in equal monthly installments over 36 months, subject to continuous employment.

Key Dates

Keywords

Crexendo Inc., CXDO, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Common Stock, Douglas Walter Gaylor, Chief Operating Officer, Equity Compensation, Tax Withholding