Wismans Kyle 4

What Happened

• Kyle Wismans, Chief Financial Officer of XPO, had 3,972 restricted stock units (RSUs) vest on Feb 15, 2026 and those RSUs converted into 3,972 shares.
• To cover tax withholding on the vesting event, 2,056 shares were surrendered/sold at $195.33 per share for total proceeds withheld of $401,598. The vesting/conversion is reported as a derivative exercise/settlement (code M) and the withholding as payment of tax liability (code F).
• Net result: 3,972 shares issued from vested RSUs, 2,056 shares withheld for taxes, leaving approximately 1,916 shares delivered to Wismans (based on these entries).

Key Details

• Transaction date: February 15, 2026 (Form 4 filed Feb 17, 2026 — appears timely).
• Prices and values: RSU conversion recorded at $0.00 (conversion), tax withholding sale of 2,056 shares at $195.33 = $401,598.
• Shares owned after transaction: Not specified in the provided filing extract.
• Footnotes: F1 — each RSU represents the right to one share or a cash payment equal to a share; F2 — the RSUs vested in full on Feb 15, 2026.
• Codes explained: M = exercise/conversion of derivative (RSU settlement); F = payment of exercise price or tax liability (share withholding).

Context

• This was a routine RSU vesting with a share withholding to satisfy tax obligations (a common, non-market-timing transaction), not an open-market sale for investment purposes.
• Such tax-withholding/share-surrender transactions are procedural and don’t necessarily indicate the insider’s view on the company’s stock. Purchases would typically carry more weight as a bullish signal.