Home/Filings/4/0001875677-25-000003
4//SEC Filing

Wilson Malcolm 4

Accession 0001875677-25-000003

CIK 0001852244other

Filed

Mar 9, 8:00 PM ET

Accepted

Mar 10, 5:54 PM ET

Size

20.7 KB

Accession

0001875677-25-000003

Insider Transaction Report

Form 4
Period: 2025-03-06
Wilson Malcolm
DirectorChief Executive Officer
Transactions
  • Award

    Restricted Stock Units

    2025-03-06+24,80924,809 total
    Common Stock (24,809 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    2025-03-079,02918,058 total
    Common Stock (9,029 underlying)
  • Exercise/Conversion

    Common Stock

    2025-03-10+3,503112,074 total
  • Tax Payment

    Common Stock

    2025-03-10$38.10/sh1,647$62,751110,427 total
  • Exercise/Conversion

    Common Stock

    2025-03-07+9,029115,451 total
  • Exercise/Conversion

    Restricted Stock Units

    2025-03-103,5030 total
    Common Stock (3,503 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    2025-03-075,60811,214 total
    Common Stock (5,608 underlying)
  • Exercise/Conversion

    Common Stock

    2025-03-07+5,608106,422 total
  • Tax Payment

    Common Stock

    2025-03-07$38.38/sh6,880$264,054108,571 total
Footnotes (8)
  • [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 and were settled on March 7, 2025, as originally scheduled, and there were no related discretionary transactions or open market sales.
  • [F2]No shares were sold by the Reporting Person. These shares were withheld by GXO to fund tax liability attributable to the vesting and settlement of the RSUs reported on this Form 4. These RSUs vested and were settled on March 10, 2025, as originally scheduled, and there were no related discretionary transactions or open market sales.
  • [F3]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.
  • [F4]On March 30, 2022, the Reporting Person was granted Performance Share Units ("PSUs"), the vesting of which was subject to the achievement of certain performance criteria. The number of shares reported represents the number of PSUs that were earned as a result of the achievement of such performance criteria which were certified on March 6, 2025. Such PSUs converted to time-based RSUs that will vest on January 15, 2026, subject to the Reporting Person's continued employment with GXO.
  • [F5]These RSUs vest in four equal 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.
  • [F6]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.
  • [F7]Due to a clerical error, the reporting person's Form 4 filed on March 11, 2024 inadvertently under reported the number of RSUs acquired on March 7, 2024 by 4,514 units. This Form 4 corrects such error by increasing the total amount of securities vested and beneficially owned by the reporting person.
  • [F8]These RSUs vested in four equal annual installments on March 10, 2022, March 10, 2023, March 10, 2024, and March 10, 2025, subject to the Reporting Person's continued employment with GXO.

Issuer

GXO Logistics, Inc.

CIK 0001852244

Entity typeother

Related Parties

1
  • filerCIK 0001875677

Filing Metadata

Form type
4
Filed
Mar 9, 8:00 PM ET
Accepted
Mar 10, 5:54 PM ET
Size
20.7 KB