RSU award for XPO (XPO) Chief Legal Officer vests 2027-2029

Rhea-AI Filing Summary

XPO, Inc. reported that Chief Legal Officer Wendy Cassity acquired 2,277 Restricted Stock Units (RSUs) as an equity award. 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.

These RSUs vest in three equal annual installments on March 15, 2027, March 15, 2028, and March 15, 2029, generally conditioned on Cassity’s continued employment with XPO through each vesting date.

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

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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^*

Cassity Wendy

(Last) (First) (Middle)

C/O XPO, INC.

FIVE AMERICAN LANE

(Street)

GREENWICH CT 06831

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	03/02/2026		A		2,277		(2)	(2)	Common Stock	2,277	$0	2,277	D

Explanation of Responses:

1. Each Restricted Stock Unit ("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.

2. These RSUs vest in three equal annual installments on March 15, 2027, March 15, 2028 and March 15, 2029, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.

Remarks:

	/s/ Wendy Cassity	03/03/2026
	** 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.

FAQ

What insider transaction did XPO (XPO) report for Wendy Cassity?

XPO reported that Chief Legal Officer Wendy Cassity received a grant of 2,277 Restricted Stock Units (RSUs). These units are a form of equity compensation that may settle in stock or cash based on the fair market value at the time of settlement.

How many Restricted Stock Units did Wendy Cassity receive from XPO (XPO)?

Wendy Cassity received 2,277 Restricted Stock Units (RSUs). Following this award, her reported holdings of these RSUs total 2,277 units, reflecting this new grant as a component of her overall compensation as XPO’s Chief Legal Officer.

What is the vesting schedule for Wendy Cassity’s XPO (XPO) RSUs?

The 2,277 RSUs vest in three equal annual installments on March 15, 2027, March 15, 2028, and March 15, 2029. Vesting generally requires Cassity to remain employed by XPO through each respective vesting date.

What does each XPO (XPO) RSU granted to Wendy Cassity represent?

Each RSU represents a contingent right to receive either one share of XPO common stock or a cash payment equal to the fair market value of one share. The actual delivery occurs upon settlement after the RSUs vest.

Are Wendy Cassity’s XPO (XPO) RSUs settled in stock or cash?

Each RSU may be settled in either one share of XPO common stock or a cash amount equal to the fair market value of one share. The structure gives flexibility in how value is ultimately delivered upon settlement.

What employment condition applies to Wendy Cassity’s XPO (XPO) RSU award?

The RSUs generally require continued employment with XPO through each vesting date. If Cassity remains employed through March 15 of 2027, 2028, and 2029, one-third of the original 2,277-unit grant vests at each of those dates.