Elizabeth Fogarty - Apr 1, 2023 Form 4 Insider Report for GXO Logistics, Inc. (GXO)

Role: Chief Communications Officer
Signature: /s/ Karlis P. Kirsis, Attorney-in-Fact
Stock symbol: GXO
Transactions as of: Apr 1, 2023
Transactions value $: -$21,950
Form type: 4
Date filed: 4/4/2023, 05:36 PM
Previous filing: Mar 9, 2023
Next filing: Sep 6, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GXO	Common Stock	Options Exercise	$0	+938	+124.57%	$0.00	1.69K	Apr 1, 2023	Direct
transaction	GXO	Common Stock	Tax liability	-$22K	-435	-25.72%	$50.46	1.26K	Apr 1, 2023	Direct	F1

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	-938	-25.01%	$0.00	2.81K	Apr 1, 2023	Common Stock	938		Direct	F2, F3

* 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 the Issuer to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested on April 1, 2023, as originally scheduled, and there were no related discretionary transactions or open market sales.
F2	Each RSU represents a contingent right to receive, either (i) one share of GXO Logistics, Inc. ("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.
F3	These RSUs vest in four equal annual installments on April 1, 2023, April 1, 2024, April 1, 2025 and April 1, 2026, subject to the Reporting Person's continued employment with GXO.