Kerr Jason S. 4
4 · RXO, Inc. · Filed Feb 25, 2026
Insider Transaction Report
Form 4
RXO, Inc.RXO
Kerr Jason S.
Chief Accounting Officer
Transactions
- Exercise/Conversion
Common Stock
2026-02-23+5,257→ 48,815 total - Tax Payment
Common Stock
[F1]2026-02-23$14.66/sh−2,563$37,574→ 46,252 total - Exercise/Conversion
Restricted Stock Unit
[F2][F3][F4]2026-02-23−5,257→ 13,048 total→ Common Stock (5,257 underlying)
Footnotes (4)
- [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 and were settled as originally scheduled, and there were no related discretionary transactions or open market sales.
- [F2]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.
- [F3]The RSUs vest in three equal annual installments on the first, second and third anniversaries of the grant date, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.
- [F4]Includes 2,883 RSUs previously reported separately in Table II in the Reporting Person's Form 4 filed on March 4, 2025.
Signature
/s/ Jeffrey D. Firestone, Attorney-in-Fact|2026-02-25