RXO CFO James E. Harris Receives RSU Award; Shares Withheld

What Happened

• James E. Harris, Chief Financial Officer of RXO, had 64,129 restricted stock units (RSUs) vest and settle on September 26, 2026. The RSUs converted into shares with no exercise price ($0.00). To satisfy tax withholding, 27,858 shares were withheld at an implied price of $19.79 per share, totaling $551,310. No open-market sale by the reporting person was reported.

Key Details

• Transaction date: 2026-09-26 (Form 4 filed 2026-09-29).
• Actions reported: conversion/settlement of 64,129 RSUs (code M) and withholding of 27,858 shares for taxes (code F).
• Price used for withholding: $19.79 per share; total tax withholding value: $551,310.
• Shares owned after transaction: not disclosed on this Form 4.
• Footnotes: F1 clarifies no shares were sold on the market—shares were withheld by the issuer to fund tax liability; F2 describes each RSU converts to one share or cash equal to fair market value; F3 states RSUs vest in installments over five anniversaries, subject to continued employment.
• Filing timeliness: no late-filing flag indicated in the report.

Context

• This was an RSU vesting and settlement event, not a discretionary sale or open-market purchase. The transaction is effectively a cashless settlement where the company withheld shares to cover taxes; such withholding is routine following equity vesting and does not necessarily indicate a change in insider sentiment.