GXO (NYSE: GXO) director Nemeth gets 5,012 shares from RSU vesting

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

GXO Logistics, Inc. director Julio N. Nemeth reported an exercise of restricted stock units into common shares. On May 13, 2026, 5,012 Restricted Stock Units were converted into 5,012 shares of GXO common stock at a stated price of $0.00 per share as part of an RSU vesting event. The filing shows that these RSUs vested in full on that date, leaving no remaining RSU balance, and Nemeth now directly holds 5,012 shares of GXO common stock after the transaction. This is a compensation-related equity delivery rather than an open‑market purchase or sale.

Insider Trade Summary

5,012 shares exercised/converted

Mixed 2 txns

Insider Nemeth Julio N

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	5,012	$0.00	--
Exercise	Common Stock	5,012	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 5,012 shares (Direct, null)

Footnotes (1)

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. The RSUs vested in full on May 13, 2026.

Key Figures

RSUs exercised: 5,012 units Common shares received: 5,012 shares Shares held after transaction: 5,012 shares +1 more

4 metrics

RSUs exercised 5,012 units Restricted Stock Units converted on May 13, 2026

Common shares received 5,012 shares Shares of GXO common stock delivered from RSU vesting

Shares held after transaction 5,012 shares Direct ownership following RSU conversion

Exercise/settlement price per share $0.00 per share Reported transaction price for RSU conversion

Key Terms

Restricted Stock Units, vested in full, derivative security, common stock

4 terms

Restricted Stock Units financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

vested in full financial

"The RSUs vested in full on May 13, 2026."

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

common stock financial

"one share of GXO Logistics, Inc. ("GXO") common stock, par value $0.01 per share"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 08:27 AM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nemeth Julio N

(Last)

(First)

(Middle)

C/O GXO LOGISTICS, INC

TWO AMERICAN LANE

(Street)

GREENWICH

CONNECTICUT

06831

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GXO Logistics, Inc. [ GXO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/13/2026		M		5,012	A	$0	5,012	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	05/13/2026		M			5,012	⁽²⁾	⁽²⁾	Common Stock	5,012	$0	0	D

Explanation of Responses:

1. 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.

2. The RSUs vested in full on May 13, 2026.

Remarks:

	/s/ Karlis P. Kirsis, Attorney-in-Fact	05/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did GXO (GXO) director Julio Nemeth report?

Director Julio N. Nemeth reported an RSU vesting and conversion into GXO common stock. On May 13, 2026, 5,012 Restricted Stock Units were exercised, delivering 5,012 shares as part of equity compensation rather than any open‑market trade.

How many GXO (GXO) shares did Nemeth acquire in this Form 4 filing?

Nemeth acquired 5,012 shares of GXO common stock through RSU conversion. These shares came from 5,012 Restricted Stock Units that vested in full and were settled into common stock, not through buying in the open market.

Were any GXO (GXO) shares sold or gifted in this Form 4?

No shares were sold or gifted in this Form 4. The only reported activity was the exercise and settlement of 5,012 Restricted Stock Units into 5,012 GXO common shares, a standard compensation-related equity delivery.

What happened to Julio Nemeth’s Restricted Stock Units in GXO (GXO)?

Nemeth’s 5,012 Restricted Stock Units vested in full on May 13, 2026. Those units were then converted into 5,012 GXO common shares, leaving a reported RSU balance of zero after the transaction in this filing.

How many GXO (GXO) shares does Nemeth hold after the RSU vesting?

After the RSU vesting and conversion, Nemeth directly holds 5,012 GXO common shares. This reflects the delivery of 5,012 shares from the vested Restricted Stock Units, with no additional open‑market buying or selling disclosed.