[Form 3] GXO Logistics, Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

GXO Logistics (GXO) Form 3: Newly appointed director Michael Kneeland filed his initial beneficial ownership statement for the event dated 30 Jul 2025.

Mr. Kneeland reports direct ownership of 3,672 GXO common shares and no derivative securities. The filing is made solely on his behalf; he is classified as a director, not a 10% owner or officer. No purchases, sales or equity awards are disclosed, and an attached power-of-attorney authorizes the signatory. No other material corporate information accompanies this routine governance filing.

Insights

Corporate Governance Expert

TL;DR: Routine Form 3; small share count; neutral impact.

This filing simply records Michael Kneeland’s initial 3,672-share position upon joining GXO’s board. The amount is immaterial relative to GXO’s outstanding 119 million shares, and no options or derivative interests suggest future dilution. The disclosure fulfills Section 16 requirements but does not signal insider sentiment or strategic change. Investors should view the event as procedural rather than value-moving.

Portfolio Manager

TL;DR: No trading signal; administrative compliance.

The small direct stake offers negligible alignment incentive and tells us nothing about management’s outlook. With no accompanying purchase or option grant, the filing is non-impactful for valuation or liquidity considerations. Portfolio decisions remain driven by GXO’s fundamentals, not this administrative update.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

KNEELAND MICHAEL

(Last) (First) (Middle)

C/O GXO LOGISTICS, INC.

TWO AMERICAN LANE

(Street)

GREENWICH CT 06831

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/30/2025

3. Issuer Name and Ticker or Trading Symbol
GXO Logistics, Inc. [ GXO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,672	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

See Exhibit 24, Power of Attorney attached.

	/s/ Karlis P. Kirsis, Attorney-in-Fact	08/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many GXO shares does Michael Kneeland own according to the Form 3?

He reports direct ownership of 3,672 common shares.

Does the filing list any stock options or other derivatives for Michael Kneeland?

No. Table II shows zero derivative securities owned.

Why was the Form 3 filed on July 30, 2025?

That is the date Mr. Kneeland became a director, triggering the initial ownership disclosure requirement.

Is Michael Kneeland classified as a 10% owner of GXO?

No. He is marked only as a Director; the 10% owner box is unchecked.

Does this Form 3 indicate any insider buying or selling activity?

No. It only records existing holdings; no transactions are reported.