Firestone Jeffrey D. 4

4 · RXO, Inc. · Filed Mar 24, 2026

AI-generated summary of this filing

Updated Mar 24, 2026

RXO CLO Jeffrey Firestone Receives 11,771 RSU Shares (Net +6,657)

What Happened

Jeffrey D. Firestone, Chief Legal Officer of RXO, had 11,771 restricted stock units (RSUs vest and converted into 11,771 shares) on 2026-03-22. The filing shows 5,114 of those shares were withheld by the issuer to cover tax withholding (valued at $13.23/share, $67,658), leaving a net increase of 6,657 shares to his beneficial ownership.
The conversion entries are reported as derivative exercises (code M) at $0.00 (typical for RSU settlement), and the withholding is reported as a tax payment/disposition (code F). No open-market sale was made.

Key Details

Transaction date: 2026-03-22; Form 4 filed: 2026-03-24 (timely filing).
Vested/converted: 11,771 shares (exercise/conversion, $0.00 exercise price).
Shares withheld for taxes: 5,114 shares at $13.23 each = $67,658.
Net shares retained: 6,657 shares (11,771 − 5,114).
Approximate gross value of vested shares at $13.23: ~$155,730.
Footnotes: These were RSUs that settled as scheduled; withholding was issuer-administered to cover tax liability (no open-market sales or discretionary transactions).
Shares owned after the transaction: not specified in the provided excerpt of the filing.

Context

This is a routine RSU vesting and cashless net settlement for tax withholding — not an open-market purchase or sale. RSUs typically have a $0 exercise price and convert to shares upon vesting; here a portion was withheld for taxes rather than sold on the open market.
Per the filing footnotes, these RSUs vest in three equal annual installments (this reflects one installment). This type of administrative withholding is common and does not by itself indicate insider sentiment.

Form 4

Period: 2026-03-22

Chief Legal Officer

Transactions

Exercise/Conversion
Common Stock
2026-03-22+11,771→ 107,846 total
Tax Payment
Common Stock
[F1]
2026-03-22$13.23/sh−5,114$67,658→ 102,732 total
Exercise/Conversion
Restricted Stock Unit
[F2][F3]
2026-03-22−11,771→ 134,894 total
→ Common Stock (11,771 underlying)

Footnotes (3)

[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.

Signature

/s/ Jeffrey D. Firestone|2026-03-24

1 file