GXO Logistics, Inc.·4

May 22, 4:28 PM ET

Colucci Marlene M 4

4 · GXO Logistics, Inc. · Filed May 22, 2026

Research Summary

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GXO Director Marlene Colucci Receives RSU Award (3,837)

What Happened
Marlene M. Colucci, a member of the Board of Directors of GXO Logistics, Inc. (GXO), was granted 3,837 restricted stock units (RSUs) on 2026-05-20. The grant is reported as a derivative award with an acquisition price of $0.00 (i.e., no cash payment at grant). These RSUs represent a contingent right to receive either one share of GXO common stock per RSU or a cash payment equal to the fair market value (see footnote).

Key Details

  • Transaction date: 2026-05-20; Form 4 filed 2026-05-22 (two days after the transaction).
  • Instrument: 3,837 RSUs (reported as derivative award) at $0.00 per RSU.
  • Shares owned after transaction: not specified in the provided filing.
  • Footnote summary: (1) Each RSU converts to one share or cash equal to the share’s fair market value. (2) RSUs vest on the earlier of May 20, 2027 or the next annual meeting, subject to continued service on the Board through the vesting date.
  • Transaction code: A = Award/Grant.

Context
RSU grants to directors are common compensation and do not involve an immediate purchase or sale of stock; value is realized only at vesting (and then upon settlement in stock or cash). This filing does not indicate any sale or exercise of shares by the director. The filing was submitted within the typical two-business-day window after the transaction.

Insider Transaction Report

Form 4
Period: 2026-05-20
Transactions
  • Award

    Restricted Stock Units

    [F1][F2]
    2026-05-20+3,8373,837 total
    Common Stock (3,837 underlying)
Footnotes (2)
  • [F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive, either (i) one share of GXO Logistics, Inc. ("GXO") common stock, par value $0.01 per share ("GXO Common Stock"), or (ii) a cash payment equal to the fair market value of one share of GXO Common Stock.
  • [F2]The RSUs shall vest on the earlier of (i) May 20, 2027 and (ii) the date of the next annual meeting of stockholders (the "Vesting Date"), provided that the Reporting Person continues to serve as a member of the Board of Directors of GXO through and until the Vesting Date.
Signature
/s/ Karlis P. Kirsis, Attorney-in-Fact|2026-05-22

Documents

1 file
  • 4
    wk-form4_1779481680.xmlPrimary

    FORM 4