STOCK TITAN

GXO Logistics (NYSE: GXO) director granted 3,837 Restricted Stock Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Nemeth Julio N reported acquisition or exercise transactions in this Form 4 filing.

GXO Logistics director Julio N. Nemeth received a grant of 3,837 Restricted Stock Units. These RSUs were awarded at no cash cost and each represents a contingent right to receive either one share of GXO common stock or a cash amount equal to its fair market value.

The RSUs will vest on the earlier of May 20, 2027 or the date of GXO’s next annual stockholder meeting, as long as Nemeth continues serving on the Board of Directors through that vesting date. Following this award, he holds 3,837 RSUs directly.

Positive

  • None.

Negative

  • None.
Insider Nemeth Julio N
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 3,837 $0.00 --
Holdings After Transaction: Restricted Stock Units — 3,837 shares (Direct, null)
Footnotes (1)
  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 shall vest on the earlier of (i) May 20, 2027 and (ii) the date of the next annual meeting of stockholders (the "Vesting Date"), provided that the Reporting Person continues to serve as a member of the Board of Directors of GXO through and until the Vesting Date.
RSUs granted 3,837 units Restricted Stock Units awarded on May 20, 2026
Underlying common shares 3,837 shares Common stock underlying the RSU grant
Grant price $0.0000 per unit RSU award granted at no cash cost
Post-grant RSU holdings 3,837 units Total RSUs held directly after the transaction
Vesting date Earlier of May 20, 2027 or next annual meeting RSUs vest subject to continued board service
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.
contingent right financial
"represents a contingent right to receive either one share or a cash payment"
fair market value financial
"a cash payment equal to the fair market value of one share"
The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.
vesting financial
"The RSUs shall vest on the earlier of May 20, 2027 and the next annual meeting"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Board of Directors financial
"provided that the Reporting Person continues to serve as a member of the Board of Directors"
The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)05/20/2026A3,837 (2) (2)Common Stock3,837$03,837D
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 shall vest on the earlier of (i) May 20, 2027 and (ii) the date of the next annual meeting of stockholders (the "Vesting Date"), provided that the Reporting Person continues to serve as a member of the Board of Directors of GXO through and until the Vesting Date.
Remarks:
/s/ Karlis P. Kirsis, Attorney-in-Fact05/22/2026
** Signature of Reporting PersonDate
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)

FAQ

What did GXO (GXO) director Julio N. Nemeth report in this Form 4 filing?

He reported receiving 3,837 Restricted Stock Units as a grant. The award is a form of equity compensation that gives him a contingent right to receive GXO common stock or equivalent cash value, subject to vesting conditions tied to continued board service.

How many Restricted Stock Units did the GXO (GXO) director receive?

Julio N. Nemeth received 3,837 Restricted Stock Units. These RSUs were granted as derivative securities, with 3,837 underlying shares of GXO common stock shown, and his total reported RSU holdings after the transaction are also 3,837 units held directly.

When do the 3,837 RSUs granted to the GXO (GXO) director vest?

The RSUs vest on the earlier of May 20, 2027 or the next annual meeting. Vesting occurs only if Nemeth continues to serve on GXO’s Board of Directors through that vesting date, linking the equity award to ongoing board service.

What does each RSU granted to the GXO (GXO) director represent?

Each RSU represents a contingent right to value equal to one GXO share. Upon vesting and settlement, Nemeth can receive either one share of GXO common stock or a cash payment equal to the fair market value of one GXO share at that time.

Did the GXO (GXO) director buy or sell shares on the open market in this Form 4?

No, this Form 4 reports a grant, not an open-market trade. The transaction is coded “A” for an award acquisition of Restricted Stock Units, with no reported purchases or sales of GXO common stock in the open market.

How many GXO (GXO) RSUs does the director hold after this transaction?

After the grant, Nemeth holds 3,837 Restricted Stock Units directly. The filing’s post-transaction figure for this derivative security class matches the awarded amount, and no additional derivative positions are listed in the derivative holdings summary.