Malcolm Wilson - 07 Mar 2024 Form 4 Insider Report for GXO Logistics, Inc. (GXO)

Role: Chief Executive Officer, Director
Signature: s/ Karlis P. Kirsis, Attorney-in-Fact
Issuer symbol: GXO
Transactions as of: 07 Mar 2024
Net transactions value: -$212,516
Form type: 4
Filing time: 11 Mar 2024, 20:37:05 UTC
Previous filing: 11 Dec 2023
Next filing: 03 Apr 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GXO	Common Stock	Options Exercise	$0	+5,607	+6.7%	$0.000000	89,607	07 Mar 2024	Direct
transaction	GXO	Common Stock	Tax liability	$131,484	-2,636	-2.9%	$49.88	86,971	07 Mar 2024	Direct	F1
transaction	GXO	Common Stock	Options Exercise	$0	+3,503	+4%	$0.000000	90,474	10 Mar 2024	Direct
transaction	GXO	Common Stock	Tax liability	$81,032	-1,647	-1.8%	$49.20	88,827	11 Mar 2024	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GXO	Restricted Stock Units	Options Exercise	$0	-5,607	-25%	$0.000000	16,822	07 Mar 2024	Common Stock	5,607		Direct	F3, F4
transaction	GXO	Restricted Stock Units	Award	$0	+22,573		$0.000000	22,573	07 Mar 2024	Common Stock	22,573		Direct	F3, F5
transaction	GXO	Restricted Stock Units	Options Exercise	$0	-3,503	-50%	$0.000000	3,503	10 Mar 2024	Common Stock	3,503		Direct	F3, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	No shares were sold by the Reporting Person. These shares were withheld by GXO Logistics, Inc. ("GXO") to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested and were settled on March 7, 2024, as originally scheduled, and there were no related discretionary transactions or open market sales.
F2	No shares were sold by the Reporting Person. These shares were withheld by GXO to fund tax liability attributable to the vesting and settlement of the RSUs reported on this Form 4. These RSUs vested on March 10, 2024 and were settled on March 11, 2024, as originally scheduled, and there were no related discretionary transactions or open market sales.
F3	Each RSU represents a contingent right to receive, either (i) one share of GXO common stock, par value $0.01 per share ("GXO Common Stock"), or (ii) a cash payment equal to the fair market value of one share of GXO Common Stock.
F4	These RSUs vest in four equal annual installments on March 7, 2024, March 7, 2025, March 7, 2026 and March 7, 2027, subject to the Reporting Person's continued employment with GXO.
F5	These RSUs vest in three equal annual installments on March 7, 2025, March 7, 2026 and March 7, 2027, subject to the Reporting Person's continued employment with the GXO.
F6	These RSUs vest in four equal annual installments on March 10, 2022, March 10, 2023, March 10, 2024 and March 10, 2025, subject to the Reporting Person's continued employment with GXO.