Oran Baris 4

4 · GXO Logistics, Inc. · Filed Mar 10, 2026

AI-generated summary of this filing

Updated Mar 10, 2026

GXO CFO Oran Baris Receives RSUs; 5,273 Shares Withheld

What Happened

Oran Baris, Chief Financial Officer of GXO Logistics (GXO), had restricted stock units (RSUs) vest and convert to common shares. A total of 11,376 RSUs converted into GXO common stock (reported as derivative conversions on 2026-03-07).
To cover tax withholding, 5,273 of those shares were withheld (reported as a disposition on 2026-03-09) at a reported value of $55.76 per share, totaling $294,022. Net shares delivered to Baris after withholding: 6,103.
This was a routine receipt of vested awards rather than an open-market purchase or discretionary sale.

Key Details

Transaction dates: RSU vesting/conversion reported 2026-03-07; tax withholding/settlement reported 2026-03-09; Form 4 filed 2026-03-10.
Prices and values: tax-withheld shares = 5,273 × $55.76 = $294,022.
Shares owned after transaction: not disclosed in this filing.
Notable footnotes: F1 confirms no open-market sale—shares were withheld by GXO to satisfy tax liability; F2 defines each RSU as the right to one share or cash; F3–F5 describe varying vesting schedules for the RSU grants.
Filing timeliness: no late filing flag indicated in the report.

Context

These entries reflect RSU vesting and a routine cashless withholding for taxes (derivative conversion entries labeled "M"; tax withholding labeled "F"). Withholding is not an insider sale on the open market and is common when awards vest.
For retail investors, award receipts are informational (shows compensation realized) but do not necessarily indicate the insider’s view on the stock. Purchases are generally more informative about insider sentiment.

Form 4

Period: 2026-03-07

Chief Financial Officer

Transactions

Exercise/Conversion
Common Stock
2026-03-07+2,692→ 33,019 total
Exercise/Conversion
Common Stock
2026-03-07+3,763→ 36,782 total
Exercise/Conversion
Common Stock
2026-03-07+4,921→ 41,703 total
Tax Payment
Common Stock
[F1]
2026-03-09$55.76/sh−5,273$294,022→ 36,430 total
Exercise/Conversion
Restricted Stock Units
[F2][F3]
2026-03-07−2,692→ 2,691 total
→ Common Stock (2,692 underlying)
Exercise/Conversion
Restricted Stock Units
[F2][F4]
2026-03-07−3,763→ 3,762 total
→ Common Stock (3,763 underlying)
Exercise/Conversion
Restricted Stock Units
[F2][F5]
2026-03-07−4,921→ 9,843 total
→ Common Stock (4,921 underlying)

Footnotes (5)

[F1]No shares were sold by the Reporting Person. These shares were withheld by GXO Logistics, Inc. ("GXO") to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested on March 7, 2026 and were settled on March 9, 2026, as originally scheduled, and there were no related discretionary transactions or open market sales.
[F2]Each RSU represents a contingent right to receive, either (i) one share of 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.
[F3]These RSUs vest in four equal annual installments on March 7, 2024, March 7, 2025, March 7, 2026 and March 7, 2027, subject to the Reporting Person's continued employment with GXO.
[F4]These RSUs vest in three equal annual installments on March 7, 2025, March 7, 2026 and March 7, 2027, subject to the Reporting Person's continued employment with GXO.
[F5]These RSUs vest in three equal annual installments on March 7, 2026, March 7, 2027, and March 7, 2028, subject to the Reporting Person's continued employment with GXO.

Signature

/s/ Karlis P. Kirsis, Attorney-in-Fact|2026-03-10

1 file