8-K
filed October 11, 2022, 7:59 PM ET
ticker XPO
CIK 0001166003
other material
confidence high
sentiment neutral
materiality 0.75
XPO board approves RXO spin-off; distribution expected Nov 1, 2022; new board and CFO named
XPO, Inc.
- Spin-off of RXO approved; pro rata distribution of one RXO share per XPO share on Nov 1, 2022, record date Oct 20.
- Three directors (DeSalva, Kingshott, Kissel) to resign and join RXO board; three new directors appointed (Allaire, Harik, Moshouris) post-spin-off.
- CFO Ravi Tulsyan steps down Nov 8, becomes senior advisor; Carl Anderson appointed CFO with $625k base salary and $1M equity sign-on.
- When-issued trading for XPO ex-distribution expected to start on or about Oct 27, 2022.
- New XPO board will have eight members, six independent; Brad Jacobs remains executive chairman.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Adrian Kingshott departed as Director at XPO, Inc..
- Action
- resign
- Role
- Director
Exact text from the filing
AnnaMaria DeSalva, Adrian Kingshott and Mary Kissel plan to resign as members of the board of directors of XPO in connection with, conditioned upon, and effective as of, the closing of the company’s previously announced proposed spin-off (the “Spin-Off”) of RXO, Inc.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mario Harik changed role as Chief Executive Officer at XPO, Inc..
- Action
- promoted
- Role
- Chief Executive Officer
Exact text from the filing
Mario Harik will become XPO’s chief executive officer and will be appointed a director of the company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mary Kissel departed as Director at XPO, Inc..
- Action
- resign
- Role
- Director
Exact text from the filing
AnnaMaria DeSalva, Adrian Kingshott and Mary Kissel plan to resign as members of the board of directors of XPO in connection with, conditioned upon, and effective as of, the closing of the company’s previously announced proposed spin-off (the “Spin-Off”) of RXO, Inc.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ravi Tulsyan changed role as Senior Advisor, Finance at XPO, Inc..
- Action
- cease serving as CFO and transition to senior advisor
- Role
- Senior Advisor, Finance
Exact text from the filing
Ravi Tulsyan, the company’s chief financial officer, mutually agreed on October 6, 2022, that he will cease serving as chief financial officer (principal financial officer) and transition to the role of senior advisor, finance, effective November 8, 2022.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Bella Allaire was appointed as Director at XPO, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
Bella Allaire will be appointed a director of the company and a member of the Nominating, Corporate Governance and Sustainability Committee.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mario Harik was appointed as Director at XPO, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
Mario Harik will become XPO’s chief executive officer and will be appointed a director of the company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Carl Anderson was appointed as Chief Financial Officer at XPO, Inc..
- Action
- appointed
- Role
- Chief Financial Officer
Exact text from the filing
Also, on October 6, 2022, the company approved the appointment of Carl Anderson as chief financial officer (principal financial officer), effective November 8, 2022.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Irene Moshouris was appointed as Director at XPO, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
Irene Moshouris will be appointed a director of the company, a member of the Audit Committee and a member of the Compensation Committee.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
AnnaMaria DeSalva departed as Director at XPO, Inc..
- Action
- resign
- Role
- Director
Exact text from the filing
AnnaMaria DeSalva, Adrian Kingshott and Mary Kissel plan to resign as members of the board of directors of XPO in connection with, conditioned upon, and effective as of, the closing of the company’s previously announced proposed spin-off (the “Spin-Off”) of RXO, Inc.
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.