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XPO, Inc. — Director's Dealing 2014
Mar 4, 2014
30406_dirs_2014-03-04_e0932e55-0dc6-4aa4-81a6-ffa88bcdc390.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: XPO Logistics, Inc. (XPO)
CIK: 0001166003
Period of Report: 2014-02-24
Reporting Person: Cooper Troy A. (SVP, Oper. and Finance)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock, par value $0.001 per share | 53119 | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Restricted Stock Unit | $ | Common Stock, par value $0.001 per share (43750) | Direct | ||
| Restricted Stock Unit | $ | Common Stock, par value $0.001 per share (25000) | Direct | ||
| Stock Option (right to buy) | $11.46 | 2021-09-02 | Common Stock, par value $0.001 per share (25000) | Direct | |
| Warrants | $7 | 2021-09-02 | Common Stock, par value $0.001 per share (10000) | Direct |
Footnotes
F1: The Restricted Stock Units shall vest in two equal annual installments of 21,875 each on September 2, 2014 and September 2, 2015, subject to the Reporting Person's continued employment with the Issuer.
F2: Each Restricted Stock Unit 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.
F3: The Employee Stock Options vest in equal annual installments of 20% each, beginning on September 2, 2012 and continuing on the first, second, third and fourth anniversaries thereof, subject to the Reporting Person's continued employment with the Issuer.
F4: Represents 10,000 shares of Common Stock initially issuable upon conversion of 10,000 Warrants, subject to adjustment as set forth in the Warrant Certificate.
F5: The initial exercise price of the Warrants is $7 per share of Common Stock, subject to adjustment as set forth in the Form of Warrant Certificate, filed as Exhibit 4.2 to the Issuer's Current Report on Form 8-K filed with the SEC on September 6, 2011 (the "Warrant Certificate").
F6: The Restricted Stock Units initially shall be unvested and, subject to the Issuer's Common Stock trading at or above $32.50 per share for 20 consecutive trading days within the five years following the grant date, shall vest in installments of 60% on September 2, 2016, and 20% each on February 15, 2017 and February 15, 2018, subject to the Reporting Person's continued employment with the Issuer on such dates.