Elizabeth Fogarty - Apr 1, 2025 Form 4 Insider Report for GXO Logistics, Inc. (GXO)

Role: Chief Communications Officer
Signature: /s/ Karlis P. Kirsis, Attorney-in-Fact
Stock symbol: GXO
Transactions as of: Apr 1, 2025
Transactions value $: -$17,000
Form type: 4
Date filed: 4/2/2025, 06:34 PM
Previous filing: Mar 10, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GXO	Common Stock	Options Exercise	$0	+938	+15.95%	$0.00	6.82K	Apr 1, 2025	Direct
transaction	GXO	Common Stock	Tax liability	-$17K	-435	-6.38%	$39.08	6.39K	Apr 1, 2025	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	GXO	Restricted Stock Units	Options Exercise	$0	-938	-50.03%	$0.00	937	Apr 1, 2025	Common Stock	938		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 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 April 1, 2025, 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 April 1, 2023, April 1, 2024, April 1, 2025, and April 1, 2026, subject to the Reporting Person's continued employment with GXO.