CXApp Inc. (Nasdaq: CXAI) announced a series of strategic initiatives on October 22, 2026, including a share repurchase program and a conditional standstill agreement with its financing partner, Avondale Capital, LLC.
The Company’s Board of Directors authorized a share repurchase program allowing management to buy back up to $1,000,000 of its outstanding common stock. Repurchases may be conducted through open-market transactions or other legally permissible means, subject to market conditions and the Company’s financing arrangements. The program has no expiration date and will continue until the authorized amount is utilized or the Board modifies, suspends, or terminates it.
Separately, CXApp entered into a Standstill Agreement with Avondale Capital, effective October 21, 2026. Under this agreement, Avondale has agreed not to exercise its rights to require the issuance of shares under the Company’s outstanding Pre-Paid Purchase financing instruments for a period of 90 days. This restriction applies unless the Common Stock trades at a price of at least 110% of the Minimum Price and the trading volume is at least $250,000 on any given day. The standstill will terminate immediately if the Company breaches the agreement. The filing notes that upon termination or expiration, Avondale may resume purchases, which could result in additional share issuances and dilution to existing stockholders.
The Company also disclosed that between August 24, 2026, and October 21, 2026, it issued 214,072 shares of common stock to Avondale under a Pre-Paid Purchase. These shares were sold at prices ranging from $1.743651 to $4.3498 per share, relying on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933.
Management stated that these initiatives are designed to strengthen the Company’s capital structure and enhance financial discipline. CXApp is targeting positive operating cash flow by the third quarter of 2027, supported by an operating efficiency initiative focused on leveraging AI-driven automation.
