SEC Form 4 · accession 0000950142-26-002425
RXO, Inc. · RXO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey D. Firestone
Officer — Chief Legal Officer
Period of report
Aug 22, 2026
Accepted (ET)
Aug 25, 2026 · 4:31 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001929561
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 22, 2026 | M | 25,716 | $0.00 | A | 128,448 | D | |
| Common StockF1 | Aug 22, 2026 | F | 11,172 | $22.54 | D | 117,276 | 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 UnitF2,F3 | — | Aug 22, 2026 | M | 25,716 | D | — | — | Common Stock | 25,716 | 109,178 | D |
Explanation of responses
- F1No shares were sold by the Reporting Person. These shares were withheld by the Issuer to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested and were settled as originally scheduled, and there were no related discretionary transactions or open market sales.
- F2Each 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.
- F3The RSUs vest on the first five anniversaries of the grant date, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.