Christopher Michael Brown - Jan 15, 2023 Form 4 Insider Report for XPO, Inc. (XPO)

Role: Chief Accounting Officer
Signature: /s/ Riina Tohvert, Attorney-in-Fact
Stock symbol: XPO
Transactions as of: Jan 15, 2023
Transactions value $: -$20,901
Form type: 4
Date filed: 1/19/2023, 05:43 PM
Previous filing: Dec 12, 2022
Next filing: Mar 8, 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	XPO	Common Stock, par value $0.001 per share	Options Exercise	$0	+1.07K	+11.6%	$0.00	10.3K	Jan 15, 2023	Direct
transaction	XPO	Common Stock, par value $0.001 per share	Tax liability	-$20.9K	-559	-5.43%	$37.39	9.74K	Jan 15, 2023	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	XPO	Restricted Stock Unit	Options Exercise	$0	-1.07K	-100%	$0.00^*	0	Jan 15, 2023	Common Stock, par value $0.001 per share	1.07K		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	No shares were sold by the Reporting Person. These shares were withheld by the Issuer 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 as originally scheduled, and there were no related discretionary transactions or open market sales.
F2	Each 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.
F3	These RSUs vested fully on January 15, 2023.