RXO, Inc. filings document the formal disclosures of an NYSE-listed asset-light transportation company with common stock traded under RXO. Recent Form 8-K reports furnish quarterly operating results, related investor presentations, Regulation FD materials, senior unsecured notes disclosures, and asset-based revolving credit facility agreements tied to the company's transportation brokerage and logistics operations.
Proxy materials disclose board elections, auditor ratification, executive compensation votes and amendments to the RXO, Inc. 2022 Omnibus Incentive Compensation Plan. Other material-event filings cover officer appointments, subsidiary guarantees, debt redemption terms, collateral and borrowing-base mechanics, and capital-structure disclosures involving senior notes and revolving credit arrangements.
RXO, Inc. Chief Financial Officer James E. Harris had 64,129 restricted stock units (RSUs) settled into 64,129 common shares on September 26, 2026. The issuer withheld 27,858 shares at $19.79 per share to fund tax liability tied to the RSUs’ vesting and settlement; the footnote states no shares were sold and no related discretionary transactions or open-market sales occurred. His reported post-transaction RSU balance was 175,526.
RXO, Inc. (RXO) reported preliminary third-quarter 2026 brokerage metrics indicating stronger operating performance. Truckload gross profit per load increased by more than 10% in August compared with July, exceeding the company’s prior outlook. Spot freight represented approximately 50% of full-truckload volume for the first two months of the quarter, while higher contract rates are being phased in.
RXO continues to expect third-quarter truckload volume to grow by a low-to-mid single digit percentage year-over-year despite ongoing softness in freight demand. Management stated that quarter results are not yet complete, remain subject to normal closing procedures, and may differ materially from final reported results.
RXO, Inc. reported that Chief Legal Officer Jeffrey D. Firestone settled vested Restricted Stock Units (RSUs) into common stock. On 2026-08-22, 25,716 RSUs were exercised into 25,716 shares of RXO common stock. In connection with this vesting and settlement, 11,172 shares of common stock were withheld by RXO at $22.54 per share to fund the related tax liability; no shares were sold in the market and there were no discretionary transactions or open-market sales. Following the RSU conversion, Firestone directly holds 109,178 RSUs representing additional contingent rights to common stock or cash.
Finepoint Capital LP and Herbert Wagner report updated ownership of RXO, Inc. common stock in an amended Schedule 13G filing. They beneficially own 5,355,445 shares of RXO common stock, representing 3.2% of the class, based on 164,920,312 shares outstanding as of May 5, 2026. All reported voting and dispositive authority over these shares is shared, with no sole voting or dispositive power. The amendment also states that the reporting persons now hold 5 percent or less of RXO’s outstanding common stock.
RXO, Inc. generated revenue of $1,774 million in the quarter ended June 30, 2026, up 25% from $1,419 million a year earlier, led by strong growth in truck brokerage and higher freight rates and fuel-related pricing. Despite this, the company reported a net loss of $9 million, or $0.05 per share, essentially unchanged from the prior year.
Cost of transportation rose to 83.0% of revenue from 78.8%, reflecting a tight freight market, carrier capacity exits driven by regulatory changes and enforcement, and higher fuel costs, which largely pass through without boosting gross profit. Segment adjusted EBITDA was $51 million, slightly below $52 million in 2025, while SG&A declined in absolute dollars and as a percentage of revenue due to restructuring savings and operating leverage.
For the first six months of 2026, revenue increased 12.2% to $3,199 million, with net loss widening modestly to $45 million. Operating cash flow swung to an outflow of $47 million from an inflow of $21 million, mainly from higher accounts receivable tied to growth. RXO refinanced its capital structure by issuing $400 million of 6.375% notes due 2031 and redeeming its 7.50% notes due 2027, and added a $450 million asset-based revolving facility, leaving $335 million of availability and total debt principal of $501 million against equity of $1,506 million.
RXO, Inc. reported Q2 2026 revenue of $1.774 billion, up from $1.419 billion a year earlier, as truck brokerage, last mile and managed transportation all grew. Companywide gross margin was 13.9%, down from 17.8%, reflecting mix and pricing pressure.
The company recorded a GAAP net loss of $9 million, unchanged from Q2 2025, or a diluted loss per share of $0.05. Adjusted net income was $10 million versus $7 million, with adjusted EBITDA of $40 million versus $38 million and adjusted diluted EPS of $0.06 versus $0.04.
Brokerage truckload volume rose 2% year over year and less‑than‑truckload volume 3%, with truckload spot mix increasing to 42% of volume. Last Mile stops grew 3%, and Managed Transportation added approximately $100 million of freight under management. For Q3 2026, RXO forecasts adjusted EBITDA between $35 million and $45 million and expects brokerage volumes and truckload gross profit per load to grow.
RXO, Inc. Chief Executive Officer Andrew M. Wilkerson reported estate-planning share transfers and gifts of common stock. On May 15, 2026, entities associated with him made bona fide gifts totaling 337,886 shares of RXO common stock, recorded as non-market dispositions.
One gift of 168,943 shares involved indirectly held shares "by" an entity noted in the footnotes, leaving 430,475 shares reported as indirectly owned afterward. A second 168,943‑share gift came from direct holdings, with 7,775 shares directly owned afterward. A separate trust-related entry shows 3,850 shares held indirectly, and a footnote explains that direct versus indirect ownership classifications were corrected without changing total beneficial ownership.
Morris Daniel S. reported acquisition or exercise transactions in this Form 4 filing.
RXO, Inc. reported that Chief Accounting Officer Daniel S. Morris received a grant of 13,377 restricted stock units (RSUs) on May 15, 2026. Each RSU represents a right to receive either one share of RXO common stock or a cash amount equal to its fair market value upon settlement.
The RSUs vest in three equal annual installments on the first, second, and third anniversaries of the grant date, generally requiring his continued employment through each vesting date. Following this grant, he holds a total of 23,627 RSUs directly.
RXO, Inc. insider Daniel S. Morris, the Chief Accounting Officer, filed an initial ownership report showing his existing equity stake. He holds 9,715 shares of Common Stock directly and 10,250 Restricted Stock Units (RSUs) tied to Common Stock.
Of these RSUs, 9,096 vest in three equal annual installments on the first, second and third anniversaries of their grant dates, generally contingent on continued employment, and 1,154 RSUs are scheduled to vest on March 22, 2027. Each RSU represents a contingent right to receive either one share of Common Stock or a cash payment equal to the fair market value of one share upon settlement.
Orbis Investment Management Limited and related filers report beneficial ownership of 36,397,974 shares of RXO, Inc., representing 22.1% of the class. The filing (Amendment No. 8 to a Schedule 13G/A) breaks ownership across reporting persons: Orbis Investment Management Limited holds 34,686,304 shares, Orbis Investment Management (U.S.), L.P. holds 1,678,976 shares, and Allan Gray Australia Pty Ltd holds 32,694 shares. The filing states certain third parties have rights to dividends or proceeds for the shares held by each reporting person. Signature dates appear as 05/15/2026.