Harik Mario A 4
4 · XPO, Inc. · Filed Mar 12, 2026
Research Summary
AI-generated summary of this filing
XPO (XPO) CEO Mario Harik Sells Shares to Cover RSU Taxes
What Happened
XPO CEO Mario A. Harik had 295,202 restricted stock units (RSUs vest) that converted into common shares. Of those shares, 142,731 were withheld/disposed to cover taxes (payment of tax liability) at a per‑share price of $194.68, for a total tax withholding value of $27,786,871. The RSUs were certified as having met performance criteria and vested (see footnotes).
Key Details
- Transaction dates: vesting certified March 10, 2026 (vesting effective March 6, 2026); Form 4 filed March 12, 2026. Filing appears timely.
- Actions reported: A = award of RSUs (295,202); M = conversion/exercise of derivative to shares (295,202); F = tax withholding/disposition of 142,731 shares at $194.68 each ($27,786,871).
- Net shares retained from this event: 295,202 vested − 142,731 withheld = 152,471 shares delivered to Harik.
- Footnotes: Each RSU represents a contingent right to one share (or cash) and the RSUs granted March 6, 2023 vested after performance criteria were certified. The disposition was a tax withholding (not an open‑market sale).
Context
This was not a market sale for investment reasons but a standard sell‑to‑cover/tax withholding following RSU vesting. For retail investors, such withholding transactions are routine administrative events and do not by themselves signal a change in insider sentiment.
Insider Transaction Report
- Exercise/Conversion
Common Stock
2026-03-10+295,202→ 632,738 total - Tax Payment
Common Stock
2026-03-10$194.68/sh−142,731$27,786,871→ 490,007 total - Award
Restricted Stock Unit
[F1][F2]2026-03-10+295,202→ 295,202 total→ Common Stock (295,202 underlying) - Exercise/Conversion
Restricted Stock Unit
[F1][F2]2026-03-10−295,202→ 0 total→ Common Stock (295,202 underlying)
Footnotes (2)
- [F1]Each Restricted Stock Unit ("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.
- [F2]On March 6, 2023, the Reporting Person was granted unvested RSUs, subject to the Issuer's satisfaction of certain predetermined performance criteria and the Reporting Person's continued employment with the Issuer. On March 10, 2026, the Compensation and Human Capital Committee of the Board of Directors of the Issuer certified that the performance criteria applicable to such RSUs had been satisfied, resulting in the vesting of 100% such RSUs effective March 6, 2026.