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GXO Logistics, Inc.

For the period ended May 20, 2026. Filed Apr 22, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 20, 2026 · Filed Apr 22, 2026

GXO$55.180.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under §240.14a-12

GXO LOGISTICS, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

GXO LOGISTICS, INC.

Two American Lane

Greenwich, Connecticut 06831

To Our Valued Stockholders,

As supply chains become more complex, GXO’s technologically advanced global solutions are delivering compelling value to customers. These strengths contributed to our record top- and bottom-line performance in 2025 as well as continued commercial momentum into 2026.

2025 was both a strong year and a transition year. We began laying the foundation for our next phase of growth. In August, Patrick Kelleher was appointed Chief Executive Officer. He brings decades of experience in disciplined execution, innovation, and growth. Patrick and his team have set clear priorities for 2026 and are already making solid progress.

Our board brings strong operational and industry experience aligned with GXO’s strategy. I joined as part of this board refresh in 2025 and became the non-executive chairman in January. I look forward to building on the strong foundation established by Brad Jacobs.

Over the past year, we have taken steps to improve operational performance, and this will continue into 2026. These actions position GXO to accelerate organic growth, expand margins, and improve free cash flow conversion.

GXO has strong capabilities, talented people, and a clear opportunity ahead. I look forward to working with the board and management team to take our performance to the next level as a global logistics market leader.

Thank you for your continued trust in, and support of, GXO Logistics.

April 22, 2026

Patrick Byrne

Chairman of the Board

GXO Logistics, Inc.

​© 2026 GXO Logistics, Inc.
​
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.