4//SEC Filing
XPO Logistics, Inc. 4
Accession 0001182489-13-000789
$XPOCIK 0001166003operating
Filed
Sep 3, 8:00 PM ET
Accepted
Sep 4, 5:30 PM ET
Size
16.3 KB
Accession
0001182489-13-000789
Insider Transaction Report
Form 4
Fernandez M Sean
CHIEF OPERATING OFFICER
Transactions
- Award
Restricted Stock Unit
2012-08-20+95,000→ 150,000 total→ Common Stock, par value $0.001 per share (95,000 underlying) - Sale
Common Stock, par value $0.001 per share
2013-09-04$22.85/sh−5,379$122,910→ 44,735 total - Tax Payment
Common Stock, par value $0.001 per share
2013-09-02$22.96/sh−9,511$218,373→ 50,114 total - Exercise/Conversion
Restricted Stock Unit
2013-09-02−30,000→ 90,000 total→ Common Stock, par value $0.001 per share (30,000 underlying) - Exercise/Conversion
Common Stock, par value $0.001 per share
2013-09-02+30,000→ 59,625 total
Holdings
- 2,290(indirect: See footnote)
Common Stock, par value $0.001 per share
- 2,300(indirect: See footnote)
Common Stock, par value $0.001 per share
- 13,500(indirect: By Spouse)
Common Stock, par value $0.001 per share
Footnotes (7)
- [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]These shares of Common Stock were withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs.
- [F3]These shares were sold to fund tax liability attributable to the related vesting and settlement of RSUs.
- [F4]These shares are held in the Reporting Person's daughters' Uniform Transfer to Minors Act (UTMA) accounts, of which the Reporting Person's spouse is the custodian.
- [F5]On November 7, 2011, the Reporting Person was granted 95,000 unvested RSUs, subject to the Company's satisfaction of certain predetermined performance criteria and the Reporting Person's continued employment with the Issuer. On August 20, 2012, the Compensation Committee of the Board of Directors of the Issuer certified that the performance criteria applicable to such RSUs had been satisfied; such RSUs thereafter vested as follows: the first installment of 25,000 of such RSUs vested and was settled on September 2, 2012 (which transaction was previously reported as an acquisition of Common Stock on a Form 4 filed September 5, 2012); the second installment of 17,500 vested and was settled on September 2, 2013 and is reported herein, and 17,500 of such RSUs shall vest and be settled on each of September 2, 2014, 2015 and 2016, subject to the Reporting Person's continued employment with the Issuer.
- [F6]The RSUs vest and are settled as follows: 30,000 RSUs vested and were settled on September 2, 2012, and 30,000 RSUs vest and shall be settled on each of the first, second, third and fourth anniversaries thereof, subject to the Reporting Person's continued employment with the Issuer.
- [F7]For clarity, the number of RSUs reported as being owned by the Reporting Person following such August 20, 2012 acquisition includes 55,000 other RSUs that were then held by the Reporting Person, 17,500 of which have subsequently vested and been settled for shares of Common Stock, including 12,500 that vested and were settled for shares of Common Stock on September 2, 2013 as reported herein.
Documents
Issuer
XPO Logistics, Inc.
CIK 0001166003
Entity typeoperating
Related Parties
1- filerCIK 0001166003
Filing Metadata
- Form type
- 4
- Filed
- Sep 3, 8:00 PM ET
- Accepted
- Sep 4, 5:30 PM ET
- Size
- 16.3 KB