SEC Form 4 · accession 0001534839-26-000003
XPO, Inc. · XPO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mario A Harik
Officer — Chief Executive Officer · Director
Period of report
Aug 7, 2026
Accepted (ET)
Aug 7, 2026 · 5:38 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001166003
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 7, 2026 | M | 345,742 | $0.00 | A | 848,547 | D | |
| Common Stock | Aug 7, 2026 | F | 167,167 | $202.58 | D | 681,380 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | — | Aug 7, 2026 | A | 345,742 | A | — | — | Common Stock | 345,742 | 345,742 | D |
| Restricted Stock UnitF1,F2 | — | Aug 7, 2026 | M | 345,742 | D | — | — | Common Stock | 345,742 | 0 | D |
Explanation of responses
- F1Each 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.
- F2On August 5, 2022, the Reporting Person was granted unvested RSUs, subject to the Issuer's satisfaction of certain predetermined performance criteria and the Reporting Person's continued employment with the Issuer. On August 7, 2026, the Compensation and Human Capital Committee of the Board of Directors of the Issuer certified that the performance criteria applicable to such RSUs had been satisfied, resulting in the full vesting of such RSUs effective August 5, 2026.