GXO Logistics, Inc. — Director's Dealing 2024

Mar 19, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GXO Logistics, Inc. (GXO)
CIK: 0001852244
Period of Report: 2024-03-16

Reporting Person: Blanchett Paul (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-03-16	Common Stock	M	1000	—	Acquired	13468	Direct
2024-03-18	Common Stock	F	464	$49.49	Disposed	13004	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-03-16	Restricted Stock Units	$	M	1000	Disposed		Common Stock (1000)	Direct

Footnotes

F1: No shares were sold by the Reporting Person. These shares were withheld by GXO Logistics, Inc. ("GXO") to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested on March 16, 2024 and were settled on March 18, 2024, as originally scheduled, and there were no related discretionary transactions or open market sales.

F2: Each RSU represents a contingent right to receive, either (i) one share of 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.

F3: These RSUs vested in four equal annual installments on the first, second, third, and fourth anniversaries of the grant date, March 16, 2020, subject to the Reporting Person's continued employment with GXO.