cxdo_8k.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________

FORM 8-K

_______________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported) August 1, 2024

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Crexendo, Inc.

(Exact Name of Registrant as Specified in Its Charter)

_______________

Nevada

001-32277

87-0591719

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1615 S. 52nd Street, Tempe, AZ 85281

(Address of Principal Executive Offices) (Zip Code)

(602) 714-8500

(Registrant’s Telephone Number, Including Area Code)

Not applicable.

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 1, 2024, Anand Buch resigned as a director of Crexendo, Inc. (the “Company”) and withdrew his nomination to be reappointed to the Board of Directors of the Company (“Board”) at the upcoming annual meeting of stockholders. Mr. Buch has no disagreement with current members of management of the Company or the Board and will remain as the Company’s Chief Strategy Officer. Mr. Buch indicated that his resignation is based on his status as an “insider” and his current belief that the Board should be composed on independent directors and only the Chief Executive Officer of the Company.

Item 9.01 Financial Statements and Exhibits.

Exhibits.

99.1	Director resignation letter dated August 1, 2024, of Anand Buch.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 5, 2024

	Crexendo, Inc.

	/s/ Ronald Vincent
	By:	Ronald Vincent
		Chief Financial Officer

EXHIBIT 99.1

Jeffrey G. Korn

CEO and Chairman

Crexendo, Inc.

1615 S. 52nd Street, Tempe, AZ 85281-6233

August 1, 2024

Dear Jeff,

It has been a privilege to serve as a board member of Crexendo, Inc. I was equally humbled to learn of my further nomination for continued service to all shareholders.

With that said, as you know, Steve Mihaylo (our largest shareholder and fellow board member) notified me as well as you, of his intent to vote against my nomination at this upcoming annual shareholder meeting, given I am an insider.

My longer-term view has always been that the board of Crexendo should be composed of those who qualify as independent directors and only the CEO. My intention was always to become independent when my operating role within the company would be succeeded.

However, given Steve’s opinion and the current need for me to remain engaged in an operating role for a longer period than originally expected (post the acquisition of NetSapiens) has led me to give this circumstance more thought and research additional professional perspectives on what would be best for all our shareholders.

As you know my actions have always been in the best interest of the Company and all its shareholders and not me personally. Hence, I believe it’s best for me to resign from the Board effective immediately as well as withdraw my nomination for a new term.

Thank you for your support and consideration.

Sincerely,

Anand Buch

cc. Members of the Board of Directors