---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-21-091764"
form_type: "8-K"
ticker: "XPO"
cik: "0001166003"
company_name: "XPO, Inc."
filed_at: "2021-07-13T23:59:59+00:00"
generated_at: "2026-06-30T05:37:36.215059+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# XPO board approves GXO spin-off; record date July 23, distribution expected Aug 2

## Summary
- Stockholders will receive one GXO share per XPO share held on July 23 record date.
- Distribution expected at 12:01 a.m. ET on August 2, 2021; when-issued trading starts July 22.
- Three XPO directors (Ashe, Colucci, Shaffer) to resign upon spin-off close and join GXO board.
- GXO will be the largest pure-play contract logistics provider; XPO remains a leading LTL and brokerage firm.
- GXO held its investor day on July 13; presentation materials furnished as Exhibit 99.1.

## SEC filing metadata
- accession: 0001104659-21-091764
- form_type: 8-K
- ticker: XPO
- cik: 0001166003
- company_name: XPO, Inc.
- filed_at: 2021-07-13T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 5.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1166003/000110465921091764/0001104659-21-091764-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1166003/000110465921091764/tm2121958d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-21-091764
- JSON: https://secwatch.observer/filing/0001104659-21-091764.json
- Plain text: https://secwatch.observer/filing/0001104659-21-091764.txt

## Key facts
- Executive change
  Oren Shaffer resigned as director at XPO, Inc..
  - Action: resigned
  - Role: director
  source text: Gena Ashe, Marlene Colucci and Oren Shaffer 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1166003/000110465921091764/0001104659-21-091764-index.htm
- Executive change
  Marlene Colucci resigned as director at XPO, Inc..
  - Action: resigned
  - Role: director
  source text: Gena Ashe, Marlene Colucci and Oren Shaffer 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1166003/000110465921091764/0001104659-21-091764-index.htm
- Executive change
  Gena Ashe resigned as director at XPO, Inc..
  - Action: resigned
  - Role: director
  source text: Gena Ashe, Marlene Colucci and Oren Shaffer 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1166003/000110465921091764/0001104659-21-091764-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.