---
schema_version: "secwatch.filing_event.v1"
accession: "0001929561-26-000006"
form_type: "8-K"
ticker: "RXO"
cik: "0001929561"
company_name: "RXO, Inc."
filed_at: "2026-02-06T23:59:59+00:00"
generated_at: "2026-05-16T04:09:12.163479+00:00"
event_type: "earnings"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# RXO Q4 net loss $46M ($0.27/sh), revenue $1.5B; Q1 EBITDA guidance $5M-$12M

## Summary
- Revenue $1.5B, down from $1.7B YoY; GAAP net loss $46M vs loss $25M; adjusted EPS loss $0.07.
- Adjusted EBITDA $17M (1.2% margin) vs $42M (2.5%) in Q4 2024, driven by brokerage margin squeeze.
- Brokerage volume fell 4% YoY; full truckload down 12%; gross margin 11.9% from 12.9% a year ago.
- Q1 2026 outlook: adjusted EBITDA $5M-$12M; Brokerage volume -5% to -10% YoY; gross margin 11%-13%.
- New $450M ABL facility closes, replacing $600M unsecured revolver; provides greater liquidity flexibility.

## SEC filing metadata
- accession: 0001929561-26-000006
- form_type: 8-K
- ticker: RXO
- cik: 0001929561
- company_name: RXO, Inc.
- filed_at: 2026-02-06T23:59:59+00:00
- event_type: earnings
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 1.02, 2.02, 2.03, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000006/0001929561-26-000006-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000006/rxo-20260205.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001929561-26-000006
- JSON: https://secwatch.observer/filing/0001929561-26-000006.json
- Plain text: https://secwatch.observer/filing/0001929561-26-000006.txt

## Key facts
- Debt Financings
  RXO, Inc. incurred credit facility of up to $450 million with Bank of America, N.A. at base rate plus an applicable margin or adjusted term SOFR rate plus an applicabl maturing five-year.
  - Instrument: credit facility
  - Principal: up to $450 million
  - Counterparty: Bank of America, N.A.
  - Rate: base rate plus an applicable margin or adjusted term SOFR rate plus an applicabl
  - Maturity: five-year
  - Event: incurrence
  source text: On February 5, 2026 (the " Closing Date "), RXO, Inc., a Delaware corporation (the " Company "), RXO Capacity Solutions Inc., an Ontario corporation (" RXO Capacity Solutions "), RXO Last Mile Canada Inc., a corporation organized under the federal laws of Canada (" RXO Last Mile Canada " and, together with the Company and RXO Capacity Solutions, the " Borrowers "), entered into that certain Asset-Based Revolving Credit Agreement (the " Credit Agreement "), by and among the Borrowers, certain of the Company's direct and indirect subsidiaries as guarantors thereunder (the " Guarantors "), Bank of America, N.A., as administrative agent for the Lenders (defined below) and as collateral agent for the secured parties thereto (in such capacity, the " Agent ") and the lenders from time to time party thereto (the " Lenders ").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000006/0001929561-26-000006-index.htm
- Material Agreements
  RXO, Inc. entered into Asset-Based Revolving Credit Agreement with Bank of America, N.A. valued at $450 million asset-based five-year revolving credit facility (effective 2026-02-05).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Bank of America, N.A.
  - Value: $450 million asset-based five-year revolving credit facility
  - Effective: 2026-02-05
  source text: On February 5, 2026 (the “ Closing Date ”), RXO, Inc., a Delaware corporation (the “ Company ”), RXO Capacity Solutions Inc., an Ontario corporation (“ RXO Capacity Solutions ”), RXO Last Mile Canada Inc., a corporation organized under the federal laws of Canada (“ RXO Last Mile Canada ” and, together with the Company and RXO Capacity Solutions, the “ Borrowers ”), entered into that certain Asset-Based Revolving Credit Agreement (the “ Credit Agreement ”), by and among the Borrowers, certain of the Company’s direct and indirect subsidiaries as guarantors thereunder (the “ Guarantors ”), Bank of America, N.A., as administrative agent for the Lenders (defined below) and as collateral agent for the secured parties thereto (in such capacity, the “ Agent ”) and the lenders from time to time party thereto (the “ Lenders ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000006/0001929561-26-000006-index.htm

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