GXO Logistics, Inc.·4

Apr 2, 4:42 PM ET

Kirsis Karlis 4

4 · GXO Logistics, Inc. · Filed Apr 2, 2026

Research Summary

AI-generated summary of this filing

Updated

GXO CLO Kirsis Karlis Receives RSU Settlement; 980 Shares Withheld

What Happened

  • Kirsis Karlis, Chief Legal Officer of GXO Logistics (GXO), had 2,083 restricted stock units (RSUs) vest and settle on April 1, 2026. The RSUs converted into shares (transaction code M). GXO withheld 980 of those shares to cover tax withholding (transaction code F) at $51.85 per share, totaling $50,813. Net shares delivered to Karlis after withholding were 1,103 shares (2,083 settled less 980 withheld).
  • This was a routine equity award settlement (not an open-market sale). The filing’s footnotes state no shares were sold by the reporting person and there were no discretionary or open-market transactions related to this settlement.

Key Details

  • Transaction date: April 1, 2026; Form 4 filed April 2, 2026 (appears timely).
  • Prices shown: RSU settlement entries reported at $0.00 (reflecting conversion), tax withholding shares valued at $51.85 each; withheld shares value = $50,813.
  • Shares involved: 2,083 RSUs settled; 980 shares withheld for taxes; net 1,103 shares issued to the insider.
  • Footnotes: RSUs represent a contingent right to one share or cash (F2). These RSUs vested per schedule (Apr 1, 2024; Apr 1, 2025; Apr 1, 2026) subject to continued employment (F3). Footnote confirms shares were withheld by GXO to satisfy tax liabilities and were not sold in the market (F1).
  • Shares owned after transaction: Not specified in the filing.

Context

  • This transaction is a common equity compensation event: RSUs vested and were settled, with the company withholding shares to cover taxes (a cashless withholding mechanism). Such withholding is routine and does not necessarily indicate a trading decision by the insider.

Insider Transaction Report

Form 4
Period: 2026-04-01
Kirsis Karlis
Chief Legal Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-04-01+2,08353,209 total
  • Tax Payment

    Common Stock

    [F1]
    2026-04-01$51.85/sh980$50,81352,229 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F3]
    2026-04-012,0830 total
    Common Stock (2,083 underlying)
Footnotes (3)
  • [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 and were settled on April 1, 2026, 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 vest in three equal annual installments on April 1, 2024, April 1, 2025 and April 1, 2026, subject to the Reporting Person's continued employment with GXO.
Signature
/s/ Karlis P. Kirsis|2026-04-02

Documents

1 file
  • 4
    wk-form4_1775162529.xmlPrimary

    FORM 4