Chief Accounting Officer — Christina Carvalho: The filing discloses the appointment of an external candidate as Chief Accounting Officer, replacing an interim officer, which is a standard executive succession event rather than a sudden departure.

Results of Operations and Financial Condition. On August 4, 2026, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or ot…

Results of Operations and Financial Condition. On May 5, 2026, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or othe…

CFO — Mark Suchinski: The company appointed an experienced CFO from outside the organization.

Results of Operations and Financial Condition On February 10, 2026, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter and year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Excha…

Chief Accounting Officer — Paul Blanchett: Mr. Blanchett resigned to pursue a new professional opportunity outside of the logistics industry.

Chairman of the Board — Brad Jacobs: The Chairman of the Board resigned, but the filing notes no disagreement and a successor was immediately appointed, indicating an orderly transition rather than a crisis.

COO — Bart Beeks: The company appointed an experienced external candidate as Chief Operating Officer, which is a significant addition to the senior management team rather than a departure.

Entry into a Material Definitive Agreement. Issuance of GXO Capital’s 3.750% Notes due 2030 On November 24, 2025, GXO Logistics Capital B.V. (“ GXO Capital ”) , a private company with limited liability ( besloten vennootschap met beperkte aansprakelijkheid ) incorporated under the laws of the Netherlands, having its corporate seat ( statutaire zetel ) at Eindhoven, the Netherlands, its registered office at Achtseweg Noord 27, 5651 GG Eindhoven, The Netherlands and registered with the trade re…

Creation of a Direct Financial Obligation. The information set forth in

Results of Operations and Financial Condition. On November 4, 2025, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”…

Chief Revenue Officer & President of Europe — Richard Cawston: The filing discloses a mutually agreed departure of a senior executive (CRO & President of Europe) with a transition period and severance package, representing a genuine loss of a sitting officer but not a sudden crisis.

CFO — Baris Oran: The CFO is departing via a mutually agreed separation with severance, representing a genuine loss of a senior executive, though the planned timeline and severance suggest an orderly exit rather than a sudden crisis.

Results of Operations and Financial Condition On August 5, 2025, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or oth…

Director — Patrick J. Byrne: The filing discloses the appointment of new independent directors and the resignation of a director, which are standard board composition changes rather than executive management departures.

CEO — Patrick Kelleher: The filing announces the appointment of an external candidate, Patrick Kelleher, as the new CEO, which is a significant management change but not a departure of a sitting executive.

Regulation FD Disclosure On June 19, 2025, GXO Logistics, Inc. (the “Company”) announced that the Company was raising its full-year organic revenue growth, adjusted EBITDA and adjusted diluted EPS guidance following completion of regulatory review by the United Kingdom’s Competition and Markets Authority (the “CMA”) and the conditional clearance by the CMA of the Company’s previously completed acquisition of Wincanton plc. In connection with such announcement, the Company issued a press relea…

Results of Operations and Financial Condition On May 7, 2025, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or other…

Regulation FD Disclosure On February 19, 2025, the United Kingdom Competition and Markets Authority (the “CMA”) published an Interim Report regarding GXO Logistics, Inc.’s (the “Company”) completed acquisition of Wincanton plc. In the Interim Report, the CMA provisionally found no competition concerns with the acquisition of the vast majority of the Wincanton business, but provisionally identified that the acquisition may result in a substantial lessening of competition in the UK in relation…

Other Events On February 18, 2025, the Board of Directors of GXO Logistics, Inc. (the “ Company ”) authorized the repurchase by the Company of up to $500 million (the “ Repurchase Plan ”) of its common stock, par value $0.01 per share (the “ Common Stock ”). The Repurchase Plan permits shares of Common Stock to be repurchased from time to time in management’s discretion, through a variety of methods, including a 10b5-1 trading plan, open market purchases, privately negotiated transactions or…

Results of Operations and Financial Condition On February 12, 2025, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter and year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Excha…

CEO — Malcolm Wilson: The CEO is retiring with a structured transition plan and settlement agreement, indicating an orderly succession rather than a sudden loss or termination for cause.

Regulation FD Disclosure. On December 3, 2024, the Company issued a press release announcing Mr. Wilson’s retirement. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deeme…

Results of Operations and Financial Condition On November 4, 2024, GXO Logistics, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”)…

Regulation FD Disclosure On November 1, 2024, the UK Competition and Markets Authority (the “CMA”) announced that it is minded to refer GXO’s acquisition of Wincanton plc for an in-depth Phase 2 investigation unless acceptable undertakings are agreed between GXO and the CMA by November 15, 2024. GXO is reviewing the decision and will continue to engage constructively and collaboratively with the CMA to secure a positive outcome. GXO completed its offer for Wincanton on April 29, 2024, and GXO…