Andrew M. Wilkerson - 08 Dec 2022 Form 4 Insider Report for RXO, Inc. (RXO)

Role
Chief Executive Officer, Director
Signature
/s/ Jeffrey D. Firestone, Attorney-in-Fact
Issuer symbol
RXO
Transactions as of
08 Dec 2022
Net transactions value
-$61,864
Form type
4
Filing time
12 Dec 2022, 17:00:11 UTC
Previous filing
03 Nov 2022
Next filing
18 Jan 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RXO Common Stock Options Exercise $0 +7,780 +61% $0.000000 20,453 08 Dec 2022 Direct F1
transaction RXO Common Stock Tax liability $61,864 -3,458 -17% $17.89 16,995 08 Dec 2022 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 RXO Common Stock Options Exercise $0 -7,780 -1.9% $0.000000 407,769 08 Dec 2022 Common Stock 7,780 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On November 1, 2022, XPO Logistics, Inc. ("XPO") completed a pro rata distribution of all of its shares of the Issuer's Common Stock, to the holders of record of XPO common stock on October 20, 2022. The reporting person received a distribution from XPO of 12,673 shares of the Issuer's Common Stock.
F2 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 and were settled as originally scheduled, and there were no related discretionary transactions or open market sales.
F3 Each RSU represents a contingent right to receive, upon settlement, either (i) one share of Common Stock or (ii) a cash payment equal to the fair market value of one share of Common Stock.
F4 7,780 RSUs vested on December 8, 2022 and 7,779 RSUs shall vest on December 8, 2023, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.