Source-grounded facts extracted from RXO, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
RXO, Inc. shareholders approved Advisory Vote to Approve Executive Compensation at the 2026-05-12 meeting.
“Proposal 4 – Advisory Vote to Approve Executive Compensation . The Company’s stockholders approved a nonbinding, advisory resolution approving the compensation of the Company’s named executive officers, as set forth in the Proxy Statement, based upon the votes set forth in the table below: For Against Abstain Broker Non-Votes 142,771,274 6,645,497 49,742 5,616,809”
RXO, Inc. shareholders approved Approval of an Amendment to the RXO, Inc. 2022 Omnibus Incentive Compensation Plan to increase the number of available shares thereunder at the 2026-05-12 meeting.
“Proposal 3 – Approval of an Amendment to the RXO, Inc. 2022 Omnibus Incentive Compensation Plan . The Company’s stockholders approved an amendment to the RXO, Inc. 2022 Omnibus Incentive Compensation Plan to increase the number of available shares thereunder based upon the votes set forth in the table below: For Against Abstain Broker Non-Votes 138,514,352 10,452,178 499,983 5,616,809”
RXO, Inc. shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm at the 2026-05-12 meeting.
“Proposal 2 – Ratification of the Appointment of Independent Registered Public Accounting Firm . The Company’s stockholders ratified the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2026 based upon the votes set forth in the table below: For Against Abstain 154,953,800 102,291 27,231”
RXO, Inc. shareholders approved Election of Directors at the 2026-05-12 meeting.
“Proposal 1 – Election of Directors . Each of the following individuals were elected by the stockholders to serve as directors of the Company for a term expiring at the annual meeting of stockholders in 2027 and until their respective successors have been elected and qualified or until their death, resignation or removal, based upon the votes set forth in the table below: Name of Nominee For Against Abstain Broker Non-Votes Drew Wilkerson 148,724,142 720,641 21,730 5,616,809 Christine Breves 148,761,576 660,501 44,436 5,616,809 Troy Cooper 149,345,349 99,514 21,650 5,616,809 Adrian Kingshott 148,479,739 965,016 21,758 5,616,809 Mary Kissel 149,189,148 255,835 21,530 5,616,809 Michelle Nettles 148,940,369 504,946 21,198 5,616,809 Stephen Renna 149,029,914 415,087 21,512 5,616,809 Thomas Szlosek 138,216,532 11,228,147 21,834 5,616,809”
RXO, Inc. reported the fiscal quarter ended March 31, 2026 results: revenue $1.4 billion, net income GAAP net loss of $36 million, EPS GAAP diluted loss per share of $0.21.
“nature and that a supply-driven recovery is taking shape. RXO is well positioned to deliver strong shareholder returns over the long term.” Companywide Results RXO’s revenue was $1.4 billion for the first quarter, compared to $1.4 billion in the first quarter of 2025. Gross margin was 14.2%, compared to 16.0% in the first quarter of 2025. The company reported a”
RXO, Inc. incurred senior notes of $400,000,000 with Regions Bank at 6.375% maturing May 15, 2031.
“On February 20, 2026, RXO, Inc. (the “Company”) closed its previously announced offering of $400,000,000 in aggregate principal amount of its 6.375% Senior Notes due 2031 (the “Notes”).”
RXO, Inc. entered into 6.375% Senior Notes due 2031 Indenture with Regions Bank valued at $400,000,000 (effective 2026-02-20).
“Item 1.01. Entry Into a Material Definitive Agreement. On February 20, 2026, RXO, Inc. (the “Company”) closed its previously announced offering of $400,000,000 in aggregate principal amount of its 6.375% Senior Notes due 2031 (the “Notes”).”
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).
“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 ”).”
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.
“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 ").”
RXO, Inc. completed an acquisition involving United Parcel Service of America, Inc., UPS Corporate Finance S.À R.L., UPS SCS (UK) LTD., and UPS Europe SRL for $1.025 billion in cash (closed 2024-09-16).
“completed the Acquisition of the Business from the Sellers. Pursuant to the terms of the Agreement, RXO purchased the Business for payment on the Closing Date of approximately $1.025 billion in cash, subject to certain customary adjustments. The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the Purchase Agreement, a copy”
Troy Cooper was appointed as Director at RXO, Inc..
“On June 10, 2024, the Board of Directors of RXO, Inc. (the “Company”) appointed Mr. Troy Cooper as a Class II Director.”
RXO, Inc. reported the first quarter of 2024 results: net income GAAP net loss of $15 million, EPS GAAP diluted loss per share of $0.13. Guidance initiated.
“The company reported a first-quarter 2024 GAAP net loss of $15 million, compared to $0 of net income in the first quarter of 2023. The first-quarter 2024 GAAP net loss included $12 million in transaction, integration and restructuring costs. The adjusted net loss in the quarter was $4 million, compared to adjusted net income of $13 million in the first quarter of 2023. Adjusted EBITDA was $15 million, compared to $37 million in the first quarter of 2023. Adjusted EBITDA margin was 1.6%, compared to 3.7% in the first quarter of 2023. Transaction, integration and restructuring costs, and amortization of intangibles, impacted GAAP earnings per share by $0.10, net of tax. For the first quarter, RXO reported a GAAP diluted loss per share of $0.13.”
RXO, Inc. amended Amendment No. 2 to the Revolving Credit Agreement with Citibank, N.A. valued at Increases consolidated leverage ratio financial covenant to 4.25:1.00 for Q2 and Q3 2024, 4.00:1.00 (effective 2024-04-11).
“On April 11, 2024, RXO, Inc. (the “Company”) entered into Amendment No. 2 to the Revolving Credit Agreement (the “Amendment”), with the lenders party thereto and Citibank, N.A., as administrative agent, which Amendment amends the Revolving Credit Agreement, dated as of October 18, 2022, among the Company, the guarantors from time to time party thereto, the lenders and other parties from time to time party thereto and Citibank, N.A., as administrative agent (the “Revolver”).”
RXO, Inc. reported the fourth quarter and full year of 2023 results: revenue $1.0 billion, net income $2 million, EPS $0.02.
“combined with our strong brokerage sales pipeline, will position RXO to deliver rapid earnings growth when the market inflects.” Companywide Results The company’s revenue was $1.0 billion for the fourth quarter, compared to $1.1 billion in the fourth quarter of 2022. Gross margin was 18.0 percent, compared to 19.5 percent in the fourth quarter of 2022. The company”
RXO, Inc. reported third quarter of 2023 results: revenue $1.0 billion, net income $1 million, EPS $0.01.
“The company’s revenue was $1.0 billion for the third quarter, compared to $1.1 billion in the third quarter of 2022.”
RXO, Inc. reported for the fiscal quarter ended June 30, 2023 results: revenue $1.0 billion, net income $3 million, EPS $0.03.
“earnings growth when the cycle inflects, and we remain confident in our ability to deliver our long-term adjusted EBITDA target.” Companywide Results The company’s revenue was $1.0 billion for the second quarter, compared to $1.2 billion in the second quarter of 2022. Gross margin was 18.6 percent. The company reported second-quarter 2023 GAAP net income of $3”
RXO, Inc. shareholders approved Advisory Vote on Frequency of Future Advisory Votes to Approve Executive Compensation at the 2023-05-23 meeting.
“Proposal 4 – Advisory Vote on Frequency of Future Advisory Votes to Approve Executive Compensation . The Company’s stockholders approved an advisory resolution approving the frequency of future advisory votes to approve executive compensation, based upon the votes set forth in the table below.”
RXO, Inc. shareholders approved Advisory Vote to Approve Executive Compensation at the 2023-05-23 meeting.
“Proposal 3 – Advisory Vote to Approve Executive Compensation . The Company’s stockholders approved an advisory resolution approving the executive compensation of the Company’s named executive officers, as disclosed in the Proxy Statement, based upon the votes set forth in the table below.”
RXO, Inc. shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm at the 2023-05-23 meeting.
“Proposal 2 – Ratification of the Appointment of Independent Registered Public Accounting Firm . The Company’s stockholders ratified the appointment of KPMG LLP to serve as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2023, based upon the votes set forth in the table below.”
RXO, Inc. shareholders approved Election of Class I Directors at the 2023-05-23 meeting.
“Proposal 1 – Election of Directors . Each of the following individuals were elected by the stockholders to serve as Class I directors of the Company for a term to expire at the annual meeting of stockholders in 2026 or until their respective successors have been duly elected and qualified, based upon the votes set forth in the table below.”
RXO, Inc. reported the fourth quarter of 2022 results: revenue $1.1 billion, net income GAAP net loss of $4 million, EPS GAAP diluted loss per share of $0.03.
“our massive capacity and best-in-class technology, RXO remains in a great position to deliver our long-term financial targets.” Companywide Results The company’s revenue was $1.1 billion for the fourth quarter, compared to $1.3 billion in the fourth quarter of 2021. Profitability remained strong, with 19.6 percent gross margin, up 250 basis points year-over-year.”
RXO, Inc.: Adopted Code of Business Conduct and Corporate Governance Guidelines effective immediately prior to the Effective Time.
“the board adopted a Code of Business Conduct and Corporate Governance Guidelines effective as of immediately prior to the Effective Time.”
RXO, Inc.: Amended and restated Bylaws effective immediately after the charter amendment.
“and amended and restated its Bylaws (the “Amended and Restated Bylaws”) effective immediately thereafter.”
RXO, Inc.: Amended and restated Certificate of Incorporation effective as of 11:59 p.m. on October 31, 2022 (effective 2022-10-31).
“The company amended and restated its Certificate of Incorporation (the “Amended and Restated Certificate of Incorporation”) effective as of 11:59 p.m. on October 31, 2022”
RXO, Inc. incurred senior notes with U.S. Bank Trust Company, National Association at 7.500% maturing due 2027.
“the company, the Escrow Issuer, certain subsidiaries of the company, as guarantors, and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), entered into a Second Supplemental Indenture (the “Supplemental Indenture”), pursuant to which the company assumed the Escrow Issuer’s rights and obligations with respect to the indenture dated as of October 25, 2022, as supplemented by the first supplemental indenture thereto dated as of October 25, 2022, in each case between the company and the Trustee, and the 7.500% Notes due 2027 issued thereunder.”
RXO, Inc. incurred term loan of $100 million.
“On October 31, 2022, the company drew down the full $100 million available under the Term Loan Credit Agreement.”
RXO, Inc. amended Second Supplemental Indenture with U.S. Bank Trust Company, National Association, as trustee (effective 2022-10-31).
“On October 31, 2022, in connection with the merger of XPO Escrow Sub, LLC (the “Escrow Issuer”) with and into the company, which was consummated on such date, the company, the Escrow Issuer, certain subsidiaries of the company, as guarantors, and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), entered into a Second Supplemental Indenture (the “Supplemental Indenture”), pursuant to which the company assumed the Escrow Issuer’s rights and obligations with respect to the indenture dated as of October 25, 2022, as supplemented by the first supplemental indenture thereto dated as of October 25, 2022, in each case between the company and the Trustee, and the 7.500% Notes due 2027 issued thereunder.”
RXO, Inc. entered into Employee Matters Agreement with XPO Logistics, Inc. (effective 2022-10-31).
“the company entered into several agreements with XPO that govern the relationship of the parties following the Distribution, including a Transition Services Agreement, a Tax Matters Agreement and an Employee Matters Agreement (each entered into on October 31, 2022)”
RXO, Inc. entered into Tax Matters Agreement with XPO Logistics, Inc. (effective 2022-10-31).
“the company entered into several agreements with XPO that govern the relationship of the parties following the Distribution, including a Transition Services Agreement, a Tax Matters Agreement and an Employee Matters Agreement (each entered into on October 31, 2022)”
RXO, Inc. entered into Transition Services Agreement with XPO Logistics, Inc. (effective 2022-10-31).
“the company entered into several agreements with XPO that govern the relationship of the parties following the Distribution, including a Transition Services Agreement, a Tax Matters Agreement and an Employee Matters Agreement (each entered into on October 31, 2022)”
RXO, Inc. entered into Separation and Distribution Agreement with XPO Logistics, Inc. (effective 2022-10-31).
“On October 31, 2022, RXO, Inc. (the “company” or “RXO”) entered into a Separation and Distribution Agreement (the “Separation and Distribution Agreement”) by and between the company and XPO Logistics, Inc. (“XPO”), pursuant to which XPO agreed to transfer its North American truck brokerage business, as well as its services for managed transportation, last mile and freight forwarding to the company (the “Separation”) and distribute all of the outstanding common stock of the company to XPO stockholders of record as of the close of business on October 20, 2022 (the “Distribution”).”
Ravi Tulsyan departed as Director at RXO, Inc..
“each of Christopher Signorello and Ravi Tulsyan, who had been serving as a member of the board, ceased to be a director of the company.”
Christopher Signorello departed as Director at RXO, Inc..
“each of Christopher Signorello and Ravi Tulsyan, who had been serving as a member of the board, ceased to be a director of the company.”
Stephen Renna was elected as Director at RXO, Inc..
“Each of Brad Jacobs, Michelle Nettles, Mary Kissel, Drew Wilkerson, Christine Breves, AnnaMaria DeSalva, Adrian Kingshott and Stephen Renna was elected as a director of the company”
Adrian Kingshott was elected as Director at RXO, Inc..
“Each of Brad Jacobs, Michelle Nettles, Mary Kissel, Drew Wilkerson, Christine Breves, AnnaMaria DeSalva, Adrian Kingshott and Stephen Renna was elected as a director of the company”
AnnaMaria DeSalva was elected as Director at RXO, Inc..
“Each of Brad Jacobs, Michelle Nettles, Mary Kissel, Drew Wilkerson, Christine Breves, AnnaMaria DeSalva, Adrian Kingshott and Stephen Renna was elected as a director of the company”
Christine Breves was elected as Director at RXO, Inc..
“Each of Brad Jacobs, Michelle Nettles, Mary Kissel, Drew Wilkerson, Christine Breves, AnnaMaria DeSalva, Adrian Kingshott and Stephen Renna was elected as a director of the company”
Drew Wilkerson was elected as Director at RXO, Inc..
“Each of Brad Jacobs, Michelle Nettles, Mary Kissel, Drew Wilkerson, Christine Breves, AnnaMaria DeSalva, Adrian Kingshott and Stephen Renna was elected as a director of the company”
Michelle Nettles was appointed as Lead Independent Director of the Board at RXO, Inc..
“Michelle Nettles was appointed lead independent director of the board”
Mary Kissel was appointed as Vice Chairman of the Board at RXO, Inc..
“Mary Kissel was appointed vice chairman of the board”
Brad Jacobs was appointed as Chairman of the Board at RXO, Inc..
“Brad Jacobs was appointed chairman of the board”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.