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    GXO Logistics Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    6/20/25 8:27:10 AM ET
    $GXO
    Transportation Services
    Consumer Discretionary
    Get the next $GXO alert in real time by email
    false 0001852244 0001852244 2025-06-19 2025-06-19 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

     

    FORM 8-K

     

     

     

    CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 

     

    Date of Report (date of earliest event reported): June 19, 2025

     

     

     

     

    GXO LOGISTICS, INC.

    (Exact name of registrant as specified in its charter)

     

     

    Delaware 001-40470 86-2098312

    (State or other jurisdiction
    of incorporation)

    (Commission File Number)

    (IRS Employer Identification No.)

     

    Two American Lane
    Greenwich
    , Connecticut
      06831
    (Address of principal executive offices)   (Zip Code)

     

    Registrant’s telephone number, including area code:  (203) 489-1287

     

    Not Applicable
    (Former name or former address, if changed since last report)

     

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act: 

     

    Title of each class Trading Symbol Name of each exchange on which registered
    Common stock, par value $0.01 per share GXO New York Stock Exchange

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ¨

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

     

     

     

     

    Item 7.01. 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 release, which press release is included as Exhibit 99.1 to this Current Report on Form 8-K 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 deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

     

    Item 9.01. Financial Statements and Exhibits

     

    (d) The following exhibits are being filed herewith:

     

    Exhibit
    Number
      Description
    99.1   Press release, dated June 19, 2025
    104  

    Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

     

     

     

    SIGNATURE

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    Dated: June 20, 2025 GXO LOGISTICS, INC. 
       
      By: /s/ Karlis P. Kirsis 
      Name: Karlis P. Kirsis 
      Title: Chief Legal Officer

     

     

     

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