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GXO US
GXO Logistics, Inc.
(GXO US)
$48.43
-0.48
0.98%
Ext:
$49.81
+1.38
2.85%
(Market Closed · 00:00:03 UTC)
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SEC Filings
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Financials
(21)
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10-Q
Q2
ended 30 Jun 2026
5 Aug
10-Q
Q1
ended 31 Mar 2026
6 May
10-K
FY 2025
ended 31 Dec 2025
25 Feb
10-Q
Q3
ended 30 Sept 2025
6 Nov 2025
10-Q
Q2
ended 30 Jun 2025
6 Aug 2025
10-Q
Q1
ended 31 Mar 2025
8 May 2025
10-K
FY 2024
ended 31 Dec 2024
18 Feb 2025
10-Q
Q3
ended 30 Sept 2024
5 Nov 2024
10-Q
Q2
ended 30 Jun 2024
6 Aug 2024
10-Q
Q1
ended 31 Mar 2024
8 May 2024
10-Q
Q3
ended 30 Sept 2023
8 Nov 2023
10-Q
Q2
ended 30 Jun 2023
3 Aug 2023
10-Q
Q1
ended 31 Mar 2023
10 May 2023
10-K
FY 2022
ended 31 Dec 2022
16 Feb 2023
10-Q
Q3
ended 30 Sept 2022
9 Nov 2022
Events
(93)
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8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
20 Aug
8-K
© GXO Logistics, Inc.© GXO Logistics, Inc. 1 Second quarter 2026 results A U G U S T 4 , 2 0 2 6© GXO Logistics, Inc. Disclaimer 2 Non-GAAP Financial Measures: As required by the rules of the Securities and Exchange Commission (“SEC”), we provide reconciliations of the non-GAAP financial measures contained in this presentation to the most directly comparable measure under GAAP, which are set forth in the financial tables included in the attached appendix. GXO’s non-GAAP financial measures in this presentation include: adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”), adjusted EBITDA margin, adjusted earnings before interest, taxes and amortization (“adjusted EBITA”), adjusted EBITA margin, adjusted EBITA, net of income taxes paid, adjusted net income attributable to GXO, adjusted earnings per share (basic and diluted) (“adjusted EPS”), free cash flow, free cash flow conversion, organic revenue, organic revenue growth, net leverage ratio, net debt, operating return on invested capital (“ROIC”) and net capital expenditures (“net capex”). We believe that the above adjusted financial measures facilitate analysis of our ongoing business operations because they exclude items that may not be reflective of, or are unrelated to, GXO’s core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. Other companies may calculate these non-GAAP financial measures differently, and therefore our measures may not be comparable to similarly titled measures used by other companies. GXO’s non-GAAP financial measures should only be used as supplemental measures of our operating performance. Adjusted EBITDA, adjusted EBITA, adjusted net income attributable to GXO and adjusted EPS include adjustments for transaction and integration costs, restructuring costs and unrealized gain/loss on FX contracts, a regulatory matter as well as net loss on divestiture of business, as set forth in the financial tables included in the attached appendix. Transaction and integration adjustments are generally incremental costs that result from an actual or planned acquisition and may include consulting fees, retention awards, internal salaries and wages (to the extent the individuals are assigned full-time to integration and transformation activities), and certain costs related to integrating and separating IT systems. Restructuring costs and other primarily consisted of severance paid to existing members of the Company’s leadership team and to individuals as part of an initiative to optimize corporate expenses. The regulatory matter relates to a regulatory settlement. And net loss on divestiture of business primarily relates to the write-down loss resulting from the held-for-sale classification. We believe that free cash flow and free cash flow conversion are important measures of our ability to repay maturing debt or fund other uses of capital that we believe will enhance stockholder value. We calculate free cash flow as cash flows from operations less net capex; we calculate net capex as capital expenditures plus proceeds from sale of property and equipment. We calculate free cash flow conversion as free cash flow divided by adjusted EBITDA, expressed as a percentage. We believe that adjusted EBITDA, adjusted EBITDA margin, adjusted EBITA, adjusted EBITA margin, and adjusted EBITA, net of income taxes paid improve comparability from period to period by removing the impact of our capital structure (interest expense), asset base (depreciation and amortization), tax impacts and other adjustments as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of core operating activities and thereby assist investors with assessing trends in our underlying businesses. We believe that adjusted net income attributable to GXO and adjusted EPS improve the comparability of our operating results from period to period by removing the impact of certain costs and gains as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of our core operating activities, including amortization of intangible assets acquired. We believe that organic revenue and organic revenue growth are important measures because they exclude the impact of foreign currency exchange rate fluctuations. We believe that net leverage ratio and net debt are important measures of our overall liquidity position and are calculated by removing cash and cash equivalents (excluding restricted cash) from our total debt and net debt as a ratio of our trailing twelve months adjusted EBITDA. We calculate ROIC as our trailing twelve months adjusted EBITA, net of income taxes paid, divided by the average invested capital. We believe ROIC provides investors with an important perspective on how effectively GXO deploys capital and use this metric internally as a high-level target to assess overall performance throughout the business cycle. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating GXO’s ongoing performance. With respect to our financial targets for full-year 2026 organic revenue growth, adjusted EBITDA, adjusted diluted EPS, and free cash flow conversion, a reconciliation of these non-GAAP measures to the corresponding GAAP measures is not available without unreasonable effort due to the variability and complexity of the reconciling items described above that we exclude from these non-GAAP target measures. The variability of these items may have a significant impact on our future GAAP financial results and, as a result, we are unable to prepare the forward-looking statements of income and cash flows in accordance with GAAP, that would be required to produce such a reconciliation. Forward-Looking Statements: This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements, including our full year 2026 financial guidance of organic revenue growth, adjusted EBITDA, adjusted diluted EPS and free cash flow conversion. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by the company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors the company believes are appropriate in the circumstances. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause or contribute to a material difference include, but are not limited to, the risks discussed in our filings with the SEC and the following: economic conditions generally; supply chain challenges, including labor shortages; competition and pricing pressures; our ability to align our investments in capital assets, including equipment, service centers and warehouses, to our respective customers’ demands; our ability to successfully integrate and realize anticipated benefits, synergies, cost savings and profit improvement opportunities with respect to acquired companies, including the acquisition of Wincanton; acquisitions may be unsuccessful or result in other risks or developments that adversely affect our financial condition and results; our ability to develop and implement suitable information technology systems and prevent failures in or breaches of such systems; our indebtedness; our ability to raise debt and equity capital; litigation; labor matters, including our ability to manage our subcontractors, and risks associated with labor disputes at our customers’ facilities and efforts by labor organizations to organize our employees; risks associated with defined benefit plans for our current and former employees; our ability to attract or retain necessary talent; the increased costs associated with labor; fluctuations in currency exchange rates; fluctuations in fixed and floating interest rates; fluctuations in customer confidence and spending; issues related to our intellectual property rights; governmental regulation, including environmental laws, trade compliance laws, as well as changes in international trade policies and tax regimes; governmental or political actions, including the United Kingdom’s exit from the European Union; natural disasters, terrorist attacks or similar incidents; damage to our reputation; a material disruption of our operations; the inability to achieve the level of revenue growth, cash generation, cost savings, improvement in profitability and margins, fiscal discipline, or strengthening of competitiveness and operations anticipated or targeted; failure in properly handling the inventory of our customers; failure to successfully incorporate artificial intelligence and humanoids in connection with our growth strategy; the impact of potential cyber-attacks and information technology or data security breaches; and the inability to implement technology initiatives or business systems successfully; our ability to achieve Environmental, Social and Governance goals; and a determination by the IRS that the distribution or certain related spin-off transactions should be treated as taxable transactions. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements. Such forward-looking statements should therefore be construed in the light of such factors. All forward-looking statements set forth in this presentation are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Forward-looking statements set forth in this presentation speak only as of the date hereof, and we do not undertake any obligation to update forward-looking statements to reflect subsequent events or circumstances, changes in expectations or the occurrence of unanticipated events, except to the extent required by law.© GXO Logistics, Inc. Patrick Kelleher Chief Executive Officer Mark Suchinski Chief Financial Officer Kristine Kubacki Chief Strategy Officer Presenters 3© GXO Logistics, Inc. Executive summary ● Strong revenue and earnings growth, with organic growth of +3.4% driven by all three regions ● Quarterly sales wins of $410 million(2), incremental 2026 revenues of over $1 billion, 29% higher than prior year(2)(3). ● Approximately 40% of new business wins in strategic growth verticals, reinforcing our position as partner of choice $3.4 billion 2Q Total Revenue $219 million 2Q Adjusted EBITDA (1) $27 million 2Q Net Income $0.59 2Q Adjusted Diluted EPS(1) (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. (2) Based on closing June 30, 2026, FX rates of 1.33 GBP/USD and 1.14 EUR/USD. (3) Comparable position for year-ahead incremental revenue at 2Q 2025 was $795 million. 4© GXO Logistics, Inc. 27% 31% 31% 36% 39% 41% 73% 69% 69% 64% 61% 59% 2Q 25 3Q 25 4Q 25 1Q 26 2Q 26 Jul-26 North America ROW $307 $410 $534 $638 2Q 2025 2Q 2026 1H 2025 1H 2026 Strong new business wins and continued pipeline momentum 5 Sales pipeline mix by region ($B)(2)New business wins ($M) Strategic verticals and North America are compounding into broad-based, sustainable commercial momentum $2.4 $2.3 $2.3 $2.7 $2.3 +34% growth +19% growth CURRENT PIPELINE ~$2.7B(1) $2.7(1) (1) Based on pipeline as of July 29, 2026. (2) Based on respective quarter closing FX rates.© GXO Logistics, Inc. Key strategic initiatives Three priorities driving durable growth and margin expansion COMMERCIAL EXCELLENCE New business growth OPERATIONAL EXCELLENCE The GXO Way TECHNOLOGY EXCELLENCE Automation and AI • Converted record Q1 pipeline into strong quarterly wins • Deepened penetration of strategic growth verticals • Launched global account management structure to accelerate land and expand strategy • Launched the GXO Way playbook across initial/strategic sites • 18 focus areas, building a detailed site-level plan led by LMS, automation and global scale • Formalized global procurement strategy to unlock cost opportunities across sites • Warehouse AI platform live since Q1 2026; proprietary modules live across all three regions • Roll-out AI agents in waves — forecasting and replenishment picking optimization • Extend functional AI to the enterprise ~40% of new wins in strategic growth verticals Leveraging global scale to drive site level productivity gains ~50 sites targeted for GXO IQ deployment in 2026 6 2Q 2026 key wins and expansions The GXO Way playbook GXO IQ (1) Based on quarter closing FX rates© GXO Logistics, Inc. 2Q 2026 financial summary 7 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. Higher revenue, adjusted EBITDA and adjusted diluted EPS Year-over-year comparison REVENUE $3.3B 2Q25 $3.4B 2Q26 ▲ 4% YoY▲ organic revenue up 3.4%(1) ADJUSTED EBITDA(1) $212M 2Q25 $219M 2Q26 ▲ 3% YoY ADJUSTED DILUTED EPS(1) $0.57 2Q25 $0.59 2Q26 ▲ 4% YoY© GXO Logistics, Inc. Strong cash generation and financial position 8 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. Operating cash flow $3M $76M 2Q25 2Q26 ▲ $73M YoY Free cash flow(1) $(43)M $12M 2Q25 2Q26 ▲ $55M improvement Operating ROIC(1) 46% 43% 2Q25 2Q26 > 30% long-term target Net leverage(1) 3.0x 2.6x 2Q25 2Q26 ▼ 0.4x YoY improvement Solid financial position© GXO Logistics, Inc. Updated FY 2026 guidance 9 Prior guidanceCurrent(1) 4% – 5%4% – 5%Organic revenue growth(2) $935 – $975 million$945 – $965 millionAdjusted EBITDA(2)(3) $2.90 – $3.20$2.95 – $3.15Adjusted diluted EPS(2) 30% – 40%30% – 40% Free cash flow conversion(2) (1) Based on current FX rates. (2) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2. (3) We anticipate the following quarterly adjusted EBITDA phasing in 2026 for the guidance contribution: 3Q: 26.0% to 26.5%. Mid-points unchanged vs. prior guidance© GXO Logistics, Inc. Pipeline momentum and sales diversification 10 (1) Based on pipeline as of July 29, 2026. (2) Based on respective quarterly closing FX rates. (3) Industrials comprises, Industrial & Construction, Energy & Chemicals and Automotive. $2.7B(1) total pipeline 27% in strategic growth verticals $38M $168M $90M $261M 2Q 25 2Q 26 1H 25 1H 26 New business wins in strategic growth verticals(2) $M new wins Aerospace and Defense Technology and Data Centers Industrials(3) Life Sciences $230B+ Combined total addressable market across our four strategic growth verticals© GXO Logistics, Inc. New contract wins and outsourcing underpin long-term growth 11 Expected incremental revenue contributions from contracts won through 2Q 2026 YTD 2026 contract wins by source(2) Sites set up to support customer growth Sites previously operated by customers in-house 43% New activity 17% Outsourcing $1 billion(1) signed for 2026 (1) Based on 2026 average FX rates of 1.34 GBP/USD and 1.17 EUR/USD. (2) Based on closing June 30 2026, FX rates of 1.33 GBP/USD and 1.14 EUR/USD. $353 million of expected incremental revenue for 2027 won through 2Q 2026 (1) Sites transferred from other 3PLs 40% Won from competitors $638 million total annualized contract wins Pre-2025 wins 1Q 2025 wins 2Q 2025 wins 3Q 2025 wins 4Q 2025 wins 1Q 2026 wins 2Q 2026 wins 2026 total expected incremental revenueQ&A © GXO Logistics, Inc.© GXO Logistics, Inc.© GXO Logistics, Inc. 13 Sharpening our Commercial Strategy Strengthening Leadership and Operational Execution Investing in capabilities and talent that will define our future Creating long-term value for customers and shareholdersAppendix© GXO Logistics, Inc. Trailing twelve months ended June 30, 2026 Year ended December 31, 2025 Six months ended June 30, Three months ended June 30, 2025202620252026(In millions USD) $ 131$ 32$ (70)$ 29$ 26$ 25Net income (loss) attributable to GXO 443322 Net income attributable to noncontrolling interests (“NCI”) $ 135$ 36$ (67)$ 32$ 28$ 27Net income (loss) 13213368673635Interest expense, net 846817331521Income tax expense 470457219232110117Depreciation and amortization expense 465436281412Transaction and integration costs 162719825Restructuring costs and other —6565—(1)—Regulatory matter 5734—23—2Net loss on divestiture of business (15)718(4)8— Unrealized (gain) loss on foreign currency contracts $ 925$ 881$ 375$ 419$ 212$ 219Adjusted EBITDA(1) $ 6,276$ 6,739$ 3,299$ 3,441Revenue $ 33$ 116$ 89$ 77Operating income 0.5 %1.7 %2.7 %2.2 %Operating income margin(2) 6.0 %6.2 %6.4 %6.4 %Adjusted EBITDA margin(1)(3) GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margins (Unaudited) (1) See the “Non-GAAP Financial Measures” section of this press release. (2) Operating income margin is calculated as operating income divided by revenue for the period. (3) Adjusted EBITDA margin is calculated as adjusted EBITDA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITA and Adjusted EBITA Margins (Unaudited) Trailing twelve months ended June 30, 2026 Year ended December 31, 2025 Six months ended June 30, Three months ended June 30, 2025202620252026(In millions USD) $ 131$ 32$ (70)$ 29$ 26$ 25Net income (loss) attributable to GXO 443322Net income attributable to NCI $ 135$ 36$ (67)$ 32$ 28$ 27Net income (loss) 13213368673635Interest expense, net 846817331521Income tax expense 11711959573028Amortization of intangible assets acquired 465436281412Transaction and integration costs 162719825Restructuring costs and other —6565—(1)—Regulatory matter 5734—23—2Net loss on divestiture of business (15)718(4)8— Unrealized (gain) loss on foreign currency contracts $ 572$ 543$ 215$ 244$ 132$ 130Adjusted EBITA(1) $ 6,276$ 6,739$ 3,299$ 3,441Revenue 3.4 %3.6 %4.0 %3.8 %Adjusted EBITA margin(1)(2) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Adjusted EBITA margin is calculated as adjusted EBITA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted Net Income and Adjusted Earnings Per Share (Unaudited) Six months ended June 30, Three months ended June 30, 2025202620252026(In millions USD, shares in thousands, except per share amounts) $ (67)$ 32$ 28$ 27Net income (loss) (3)(3)(2)(2)Net income attributable to NCI $ (70)$ 29$ 26$ 25Net income (loss) attributable to GXO 59573028Amortization of intangible assets acquired 36281412Transaction and integration costs 19825Restructuring costs and other 65—(1)—Regulatory matter —23—2Net loss on divestiture of business 18(4)8—Unrealized (gain) loss on foreign currency contracts (27)(15)(13)(4)Income tax associated with the adjustments above(1) $ 100$ 126$ 66$ 68Adjusted net income attributable to GXO(2) $ 0.86$ 1.10$ 0.57$ 0.59Adjusted basic EPS(2) $ 0.85$ 1.09$ 0.57$ 0.59Adjusted diluted EPS(2) Weighted-average shares outstanding used in computation of adjusted earnings per share 116,890114,862114,812115,013Basic 117,160115,780115,055115,718Diluted(3) (1) The income tax rate applied to items is based on the GAAP annual effective tax rate. (2) See the “Non-GAAP Financial Measures” section for additional information. (3) The six months ended June 30, 2025 calculation of loss per share - diluted (GAAP) excludes 270 thousand shares due to their anti-dilutive effect.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (Unaudited) Reconciliation of cash flows from operations to free cash flow: Six months ended June 30, Three months ended June 30, 2025202620252026(In millions USD) $ 32$ 107$ 3$ 76Cash flows from operations(1) (125)(130)(47)(65)Capital expenditures 2411Proceeds from sale of property and equipment (123)(126)(46)(64)Net capital expenditures (“Net capex”)(2) $ (91)$ (19)$ (43)$ 12Free cash flow(2) (1) Net cash provided by operating activities. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (Unaudited) Reconciliation of revenue to organic revenue: Six months ended June 30, Three months ended June 30, 2025202620252026(In millions USD) $ 6,276$ 6,739$ 3,299$ 3,441Revenue —(227)—(29)Foreign exchange rates $ 6,276$ 6,512$ 3,299$ 3,412Organic revenue(1) 7.4 %4.3 %Revenue growth(2) 3.8 %3.4 %Organic revenue growth(1)(3) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Revenue growth is calculated as the change in the period-over-period revenue divided by the prior period, expressed as a percentage. (3) Organic revenue growth is calculated as the change in the period-over-period organic revenue divided by the prior period, expressed as a percentage.© GXO Logistics, Inc. GXO Logistics, Inc. Liquidity Reconciliations (Unaudited) Reconciliation of total debt and net debt: June 30, 2026(In millions USD) $ 751Current debt 2,452Long-term debt $ 3,203Total debt(1) 1Plus: Bank overdrafts (included in Other current liabilities) (769)Less: Cash and cash equivalents (excluding restricted cash) $ 2,435Net debt(2) Reconciliation of total debt to net income ratio: June 30, 2026(In millions USD) $ 3,203Total debt $ 135Trailing twelve months net income 23.7xDebt to net income ratio Reconciliation of net leverage ratio: June 30, 2026(In millions USD) $ 2,435Net debt(2) $ 925Trailing twelve months adjusted EBITDA(2) 2.6xNet leverage ratio(2) (1) Includes finance leases and other debt of $479 million as of June 30, 2026. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. Adjusted EBITA, net of income taxes paid: Trailing twelve months ended June 30, 2026 Year ended December 31, 2025 Six months ended June 30, 20252026(In millions USD) $ 572$ 543$ 215$ 244Adjusted EBITA(1) (79)(59)(10)(30)Less: Cash paid for income taxes $ 493$ 484$ 205$ 214Adjusted EBITA(1), net of income taxes paid Return on invested capital: June 30, Average20252026(In millions USD) Selected assets: $ 2,010$ 1,950$ 2,070Accounts receivable, net 424434414Other current assets 1,2631,2641,261Property and equipment, net Selected liabilities: (699)(691)(707)Accounts payable (1,413)(1,381)(1,445)Accrued expenses (445)(452)(438)Other current liabilities(2) $ 1,140$ 1,124$ 1,155Invested capital 11.8 %Trailing twelve months net income to average invested capital 43.2%Operating return on invested capital(1)(3) GXO Logistics, Inc. Return on Invested Capital (Unaudited) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) As of June 30, 2026 and June 30, 2025, excludes $1 million and $64 million of bank overdraft, respectively. (3) The ratio of operating return on invested capital is calculated as trailing twelve months adjusted EBITA, net of income taxes paid, divided by the average invested capital.
4 Aug
8-K
Results of Operations and Financial Condition
4 Aug
8-K
Submission of Matters to a Vote of Security Holders
22 May
8-K
First quarter 2026 results May 5, 2026 © GXO Logistics, Inc.© GXO Logistics, Inc. Disclaimer 2 Non-GAAP Financial Measures: As required by the rules of the Securities and Exchange Commission (“SEC”), we provide reconciliations of the non-GAAP financial measures contained in this presentation to the most directly comparable measure under GAAP, which are set forth in the financial tables included in the attached appendix. GXO’s non-GAAP financial measures in this presentation include: adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”), adjusted EBITDA margin, adjusted earnings before interest, taxes and amortization (“adjusted EBITA”), adjusted EBITA margin, adjusted EBITA, net of income taxes paid/received, adjusted net income attributable to GXO, adjusted earnings per share (basic and diluted) (“adjusted EPS”), free cash flow, free cash flow conversion, organic revenue, organic revenue growth, net leverage ratio, net debt, operating return on invested capital (“ROIC”) and net capital expenditures (“net capex”). We believe that the above adjusted financial measures facilitate analysis of our ongoing business operations because they exclude items that may not be reflective of, or are unrelated to, GXO’s core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. Other companies may calculate these non-GAAP financial measures differently, and therefore our measures may not be comparable to similarly titled measures used by other companies. GXO’s non-GAAP financial measures should only be used as supplemental measures of our operating performance. Adjusted EBITDA, adjusted EBITA, adjusted net income attributable to GXO and adjusted EPS include adjustments for transaction and integration costs, restructuring costs and unrealized gain/loss on FX contracts, a regulatory matter as well as net loss on divestiture of business, as set forth in the financial tables included in the attached appendix. Transaction and integration adjustments are generally incremental costs that result from an actual or planned acquisition and may include consulting fees, retention awards, internal salaries and wages (to the extent the individuals are assigned full-time to integration and transformation activities), and certain costs related to integrating and separating IT systems. Restructuring costs and other primarily consisted of severance paid to existing members of the Company’s leadership team and to individuals as part of an initiative to optimize corporate expenses. The regulatory matter relates to a regulatory settlement. And net loss on divestiture of business primarily relates to the write-down loss resulting from the held-for-sale classification. We believe that free cash flow and free cash flow conversion are important measures of our ability to repay maturing debt or fund other uses of capital that we believe will enhance stockholder value. We calculate free cash flow as cash flows from operations less net capex; we calculate net capex as capital expenditures plus proceeds from sale of property and equipment. We calculate free cash flow conversion as free cash flow divided by adjusted EBITDA, expressed as a percentage. We believe that adjusted EBITDA, adjusted EBITDA margin, adjusted EBITA, adjusted EBITA margin, and adjusted EBITA, net of income taxes paid/received improve comparability from period to period by removing the impact of our capital structure (interest expense), asset base (depreciation and amortization), tax impacts and other adjustments as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of core operating activities and thereby assist investors with assessing trends in our underlying businesses. We believe that adjusted net income attributable to GXO and adjusted EPS improve the comparability of our operating results from period to period by removing the impact of certain costs and gains as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of our core operating activities, including amortization of intangible assets acquired. We believe that organic revenue and organic revenue growth are important measures because they exclude the impact of foreign currency exchange rate fluctuations. We believe that net leverage ratio and net debt are important measures of our overall liquidity position and are calculated by removing cash and cash equivalents (excluding restricted cash) from our total debt and net debt as a ratio of our trailing twelve months adjusted EBITDA. We calculate ROIC as our trailing twelve months adjusted EBITA, net of income taxes paid/received, divided by the average invested capital. We believe ROIC provides investors with an important perspective on how effectively GXO deploys capital and use this metric internally as a high-level target to assess overall performance throughout the business cycle. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating GXO’s ongoing performance. With respect to our financial targets for full-year 2026 organic revenue growth, adjusted EBITDA, adjusted diluted EPS, and free cash flow conversion, a reconciliation of these non-GAAP measures to the corresponding GAAP measures is not available without unreasonable effort due to the variability and complexity of the reconciling items described above that we exclude from these non-GAAP target measures. The variability of these items may have a significant impact on our future GAAP financial results and, as a result, we are unable to prepare the forward- looking statements of income and cash flows in accordance with GAAP, that would be required to produce such a reconciliation. Forward-Looking Statements: This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements, including our full year 2026 financial guidance of organic revenue growth, adjusted EBITDA, adjusted diluted EPS and free cash flow conversion. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by the company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors the company believes are appropriate in the circumstances. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause or contribute to a material difference include, but are not limited to, the risks discussed in our filings with the SEC and the following: economic conditions generally; supply chain challenges, including labor shortages; competition and pricing pressures; our ability to align our investments in capital assets, including equipment, service centers and warehouses, to our respective customers’ demands; our ability to successfully integrate and realize anticipated benefits, synergies, cost savings and profit improvement opportunities with respect to acquired companies, including the acquisition of Wincanton; acquisitions may be unsuccessful or result in other risks or developments that adversely affect our financial condition and results; our ability to develop and implement suitable information technology systems and prevent failures in or breaches of such systems; our indebtedness; our ability to raise debt and equity capital; litigation; labor matters, including our ability to manage our subcontractors, and risks associated with labor disputes at our customers’ facilities and efforts by labor organizations to organize our employees; risks associated with defined benefit plans for our current and former employees; our ability to attract or retain necessary talent; the increased costs associated with labor; fluctuations in currency exchange rates; fluctuations in fixed and floating interest rates; fluctuations in customer confidence and spending; issues related to our intellectual property rights; governmental regulation, including environmental laws, trade compliance laws, as well as changes in international trade policies and tax regimes; governmental or political actions, including the United Kingdom’s exit from the European Union; natural disasters, terrorist attacks or similar incidents; damage to our reputation; a material disruption of our operations; the inability to achieve the level of revenue growth, cash generation, cost savings, improvement in profitability and margins, fiscal discipline, or strengthening of competitiveness and operations anticipated or targeted; failure in properly handling the inventory of our customers; failure to successfully incorporate artificial intelligence and humanoids in connection with our growth strategy; the impact of potential cyber-attacks and information technology or data security breaches; and the inability to implement technology initiatives or business systems successfully; our ability to achieve Environmental, Social and Governance goals; and a determination by the IRS that the distribution or certain related spin-off transactions should be treated as taxable transactions. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements. Such forward-looking statements should therefore be construed in the light of such factors. All forward-looking statements set forth in this presentation are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Forward-looking statements set forth in this presentation speak only as of the date hereof, and we do not undertake any obligation to update forward-looking statements to reflect subsequent events or circumstances, changes in expectations or the occurrence of unanticipated events, except to the extent required by law.© GXO Logistics, Inc. Patrick Kelleher Chief Executive Officer Mark Suchinski Chief Financial Officer Kristine Kubacki Chief Strategy Officer Presenters 3© GXO Logistics, Inc.© GXO Logistics, Inc. GXO is building the supply chain of the future. We design and operate the most technologically advanced logistics solutions in the world. 4© GXO Logistics, Inc.© GXO Logistics, Inc. Our value creation framework Outsized growth driven by secular tailwinds Global scale Leadership in technology and automation Customer-centric culture Effective capital allocation Compelling financial profile and long-term growth algorithm 5 1 2 3 4 5 6© GXO Logistics, Inc. 1Q 2026 executive summary 6 Strong revenue growth, margin expansion and increased earnings Pipeline at record high of $2.7 billion Approximately 40% of new business wins were in strategic growth verticals Increased full-year guidance for adjusted EBITDA(1) and adjusted diluted EPS(1); with adjusted diluted EPS(1) up 22% at the mid-point (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2.© GXO Logistics, Inc. 1Q 2026 financial highlights 7 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. (2) Based on closing March 31, 2026, FX rates of 1.32 GBP/USD and 1.16 EUR/USD. (3) Based on 2026 average FX rates of 1.35 GBP/USD and 1.17 EUR/USD. (4) Comparable position for year-ahead incremental revenue at 1Q 2025 was $732 million. Key highlights • Revenue grew 10.8% to $3.3 billion in 1Q 2026 • Signed new business wins of $227 million in annualized revenue during 1Q 2026(2) • Sales pipeline grew 20% quarter- over-quarter to a record $2.7 billion as of 1Q 2026(2) • $870 million of new FY 2026 incremental revenue won through 1Q 2026(3), up 19% year-over-year(4) $3.3 billionRevenue $5 millionNet income $31 million Operating cash flow $0.03Diluted EPS up 4.1% Organic revenue(1) $200 million Adjusted EBITDA(1) $(31) million Free cash flow(1) $0.50 Adjusted diluted EPS(1)© GXO Logistics, Inc. 1Q 2025 Revenue Organic growth FX 1Q 2026 Revenue Year-over-year revenue growth in 1Q was 10.8%, of which 4.1% was organic(1) (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. 1Q 2026 revenue growth 8 4.1% Organic(1) FX $2,977 $3,298 (In millions USD) 10.8% revenue growth© GXO Logistics, Inc. 1Q 2026 wins and expansions 9© GXO Logistics, Inc. Pipeline momentum and sales diversification 10 (1) Based on closing March 31, 2026, FX rates of 1.32 GBP/USD and 1.16 EUR/USD. (2) Industrials comprises, Industrial & Construction, Energy & Chemicals and Automotive. (3) Based upon third-party research. Pipeline expanded to a record $2.7 billion(1) $2.7 billion total annualized revenue opportunity 25% In strategic growth sectors Strategic Growth Sectors Technology and Data Centers Life Sciences Aerospace and DefenseIndustrials(2) 2025 TAM >$230 billion(3)© GXO Logistics, Inc. New contract wins and outsourcing underpin long-term growth 11 Expected incremental revenue contributions from contracts won through 1Q 2026 1Q 2026 contract wins by source(2) Sites set up to support customer growth Sites previously operated by customers in-house 26% New activity 37% Outsourcing $870 million(1) signed for 2026 (1) Based on 2026 average FX rates of 1.35 GBP/USD and 1.17 EUR/USD. (2) Based on closing March 31, 2026, FX rates of 1.32 GBP/USD and 1.16 EUR/USD. $168 million of expected incremental revenue for 2027 won through 1Q 2026(1) Sites transferred from other 3PLs 37% Won from competitors $227 million total annualized contract wins Pre-2025 wins 1Q 2025 wins 2Q 2025 wins 3Q 2025 wins 4Q 2025 wins 1Q 2026 wins 2026 total expected incremental revenue© GXO Logistics, Inc. Strong cash position and investment grade balance sheet 12 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. (2) Includes finance leases and other debt of $379 million as of March 31, 2026. 1Q 2026 balance sheet Total debt(2) $3,109 million Mostly fixed-rate borrowings Prioritizing de-leveraging Net debt(1,2) $2,315 million Net leverage(1) 2.5x Liquidity of $1,587 million available at end of 1Q Free cash flow(1) 1Q 2026 cash flow and returns Operating return on invested capital(1) 1Q 2026 $31 million 1Q 2026 $(31) million Operating cash flow 1Q 2026 48% Long-term target >30%© GXO Logistics, Inc. FY 2026 updated guidance 13 4% – 5%4% – 5%Organic revenue growth(2) $930 – $970 million$935 – $975 millionAdjusted EBITDA(2)(3) $2.85 – $3.15$2.90 – $3.20Adjusted diluted EPS(2) 30% – 40% 30% – 40% Free cash flow conversion(2) (1) Based on current FX rates. (2) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2. (3) We anticipate the following quarterly adjusted EBITDA phasing in 2026 for the guidance contribution: 2Q: ~22.5%. Our quarterly phasing for the remainder of FY 2026 reflects the deferral of $12.5M of costs from 1Q. Current(1) PriorAppendix© GXO Logistics, Inc. Trailing twelve months ended March 31, 2026 Year ended December 31, 2025 Three months ended March 31, 20252026(In millions USD) $ 132$ 32$ (96)$ 4Net income (loss) attributable to GXO 4411 Net income attributable to noncontrolling interests (“NCI”) $ 136$ 36$ (95)$ 5Net income (loss) 1331333232Interest expense, net 7868212Income tax expense 463457109115Depreciation and amortization expense 48542216Transaction and integration costs 1327173Restructuring costs and other (1)6566—Regulatory matter 5534—21Net loss on divestiture of business (7)710(4)Unrealized (gain) loss on foreign currency contracts $ 918$ 881$ 163$ 200Adjusted EBITDA(1) $ 2,977$ 3,298Revenue $ (56)$ 39Operating income (loss) (1.9)%1.2 %Operating income (loss) margin(2) 5.5 %6.1 %Adjusted EBITDA margin(1)(3) GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margins (Unaudited) (1) See the “Non-GAAP Financial Measures” section of this press release. (2) Operating income (loss) margin is calculated as operating income (loss) divided by revenue for the period. (3) Adjusted EBITDA margin is calculated as adjusted EBITDA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITA and Adjusted EBITA Margins (Unaudited) Trailing twelve months ended March 31, 2026 Year ended December 31, 2025 Three months ended March 31, 20252026(In millions USD) $ 132$ 32$ (96)$ 4Net income (loss) attributable to GXO 4411Net income attributable to NCI $ 136$ 36$ (95)$ 5Net income (loss) 1331333232Interest expense, net 7868212Income tax expense 1191192929Amortization of intangible assets acquired 48542216Transaction and integration costs 1327173Restructuring costs and other (1)6566—Regulatory matter 5534—21Net loss on divestiture of business (7)710(4)Unrealized (gain) loss on foreign currency contracts $ 574$ 543$ 83$ 114Adjusted EBITA(1) $ 2,977$ 3,298Revenue 2.8 %3.5 %Adjusted EBITA margin(1)(2) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Adjusted EBITA margin is calculated as adjusted EBITA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted Net Income and Adjusted Earnings Per Share (Unaudited) Three months ended March 31, 20252026(In millions USD, shares in thousands, except per share amounts) $ (95)$ 5Net income (loss) (1)(1)Net income attributable to NCI $ (96)$ 4Net income (loss) attributable to GXO 2929Amortization of intangible assets acquired 2216Transaction and integration costs 173Restructuring costs and other 66—Regulatory matter —21Net loss on divestiture of business 10(4)Unrealized (gain) loss on foreign currency contracts (14)(11)Income tax associated with the adjustments above(1) $ 34$ 58Adjusted net income attributable to GXO(2) $ 0.29$ 0.51Adjusted basic EPS(2) $ 0.29$ 0.50Adjusted diluted EPS(2) Weighted-average shares outstanding used in computation of adjusted earnings per share 118,991114,710Basic 119,288115,840Diluted(3) (1) The income tax rate applied to items is based on the GAAP annual effective tax rate. (2) See the “Non-GAAP Financial Measures” section for additional information. (3) The three months ended March 31, 2025 calculation of loss per share - diluted (GAAP) excludes 297 thousand shares due to their anti-dilutive effect.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (Unaudited) Reconciliation of cash flows from operations to free cash flow: Three months ended March 31, 20252026(In millions USD) $ 29$ 31Cash flows from operations(1) (78)(65)Capital expenditures 13Proceeds from sale of property and equipment (77)(62)Net capital expenditures (“Net capex”)(2) $ (48)$ (31)Free cash flow(2) (1) Net cash provided by operating activities. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (Unaudited) Reconciliation of revenue to organic revenue: Three months ended March 31, 20252026(In millions USD) $ 2,977$ 3,298Revenue —(198)Foreign exchange rates $ 2,977$ 3,100Organic revenue(1) 10.8 %Revenue growth(2) 4.1 %Organic revenue growth(1)(3) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Revenue growth is calculated as the change in the period-over-period revenue divided by the prior period, expressed as a percentage. (3) Organic revenue growth is calculated as the change in the period-over-period organic revenue divided by the prior period, expressed as a percentage.© GXO Logistics, Inc. GXO Logistics, Inc. Liquidity Reconciliations (Unaudited) Reconciliation of total debt and net debt: March 31, 2026(In millions USD) $ 463Current debt 2,646Long-term debt $ 3,109Total debt(1) (794)Less: Cash and cash equivalents (excluding restricted cash) $ 2,315Net debt(2) Reconciliation of total debt to net income ratio: March 31, 2026(In millions USD) $ 3,109Total debt $ 136Trailing twelve months net income 22.9xDebt to net income ratio Reconciliation of net leverage ratio: March 31, 2026(In millions USD) $ 2,315Net debt(2) $ 918Trailing twelve months adjusted EBITDA(2) 2.5xNet leverage ratio(2) (1) Includes finance leases and other debt of $379 million as of March 31, 2026. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. Adjusted EBITA, net of income taxes paid/received: Trailing twelve months ended March 31, 2026 Year ended December 31, 2025 Three months ended March 31, 20252026(In millions USD) $ 574$ 543$ 83$ 114Adjusted EBITA(1) (73)(59)8(6)Less: Cash (paid) received for income taxes $ 501$ 484$ 91$ 108Adjusted EBITA(1), net of income taxes paid/received Return on invested capital: March 31, Average20252026(In millions USD) Selected assets: $ 1,958$ 1,895$ 2,020Accounts receivable, net 422446397Other current assets 1,1991,2161,181Property and equipment, net Selected liabilities: (717)(720)(713)Accounts payable (1,418)(1,398)(1,437)Accrued expenses (405)(396)(413)Other current liabilities $ 1,039$ 1,043$ 1,035Invested capital 13.1%Trailing twelve months net income to average invested capital 48.2%Operating return on invested capital(1)(2) GXO Logistics, Inc. Return on Invested Capital (Unaudited) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) The ratio of operating return on invested capital is calculated as trailing twelve months adjusted EBITA, net of income taxes paid/received, divided by the average invested capital.
5 May
8-K
Results of Operations and Financial Condition
5 May
8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
6 Mar
8-K
Fourth quarter and full year 2025 results February 10, 2026 © GXO Logistics, Inc.© GXO Logistics, Inc. Disclaimer 2 Non-GAAP Financial Measures: As required by the rules of the Securities and Exchange Commission (“SEC”), we provide reconciliations of the non-GAAP financial measures contained in this presentation to the most directly comparable measure under GAAP, which are set forth in the financial tables included in the attached appendix. GXO’s non-GAAP financial measures in this presentation include: adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”), adjusted EBITDA margin, adjusted earnings before interest, taxes and amortization (“adjusted EBITA”), adjusted EBITA margin, adjusted EBITA, net of income taxes paid, adjusted net income attributable to GXO, adjusted earnings per share (basic and diluted) (“adjusted EPS”), free cash flow, free cash flow conversion, organic revenue, organic revenue growth, net leverage ratio, net debt, operating return on invested capital (“ROIC”) and net capital expenditures (“net capex”). We believe that the above adjusted financial measures facilitate analysis of our ongoing business operations because they exclude items that may not be reflective of, or are unrelated to, GXO’s core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. Other companies may calculate these non-GAAP financial measures differently, and therefore our measures may not be comparable to similarly titled measures used by other companies. GXO’s non-GAAP financial measures should only be used as supplemental measures of our operating performance. Adjusted EBITDA, adjusted EBITA, adjusted net income attributable to GXO, and adjusted EPS, include adjustments for transaction and integration costs, restructuring costs and other adjustments, regulatory matters and litigation expense, as well as net loss on divestiture of business, as set forth in the financial tables included in the attached appendix. Transaction and integration adjustments are generally incremental costs that result from an actual or planned acquisition, and may include consulting fees, retention awards, internal salaries and wages (to the extent the individuals are assigned full-time to integration and transformation activities), and certain costs related to integrating and separating IT systems. Restructuring costs and other adjustments primarily relate to severance paid to the Company’s executive team and recruitment fees, and actions taken to optimize certain administrative functions. Regulatory matters and litigation expenses relate to the settlement of regulatory and legal matters. And net loss on divestiture of business primarily relates to the write-down loss resulting from the held-for-sale classification. We believe that free cash flow and free cash flow conversion are important measures of our ability to repay maturing debt or fund other uses of capital that we believe will enhance stockholder value. We calculate free cash flow as cash flows from operations less net capex; we calculate net capex as capital expenditures plus proceeds from sale of property and equipment. We calculate free cash flow conversion as free cash flow divided by adjusted EBITDA, expressed as a percentage. We believe that adjusted EBITDA, adjusted EBITDA margin, adjusted EBITA, adjusted EBITA margin, and adjusted EBITA, net of income taxes paid improve comparability from period to period by removing the impact of our capital structure (interest expense), asset base (depreciation and amortization), tax impacts and other adjustments as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of core operating activities and thereby assist investors with assessing trends in our underlying businesses. We believe that adjusted net income attributable to GXO and adjusted EPS improve the comparability of our operating results from period to period by removing the impact of certain costs and gains as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of our core operating activities, including amortization of intangible assets acquired. We believe that organic revenue and organic revenue growth are important measures because they exclude the impact of foreign currency exchange rate fluctuations and revenue from acquired businesses. We believe that net leverage ratio and net debt are important measures of our overall liquidity position and are calculated by removing cash and cash equivalents (excluding restricted cash) from our total debt and net debt as a ratio of our trailing twelve months adjusted EBITDA. We calculate ROIC as our trailing twelve months adjusted EBITA, net of income taxes paid, divided by the average invested capital. We believe ROIC provides investors with an important perspective on how effectively GXO deploys capital and use this metric internally as a high- level target to assess overall performance throughout the business cycle. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating GXO’s ongoing performance. With respect to our financial targets for full-year 2026 organic revenue growth, adjusted EBITDA, adjusted diluted EPS, and free cash flow conversion, a reconciliation of these non-GAAP measures to the corresponding GAAP measures is not available without unreasonable effort due to the variability and complexity of the reconciling items described above that we exclude from these non-GAAP target measures. The variability of these items may have a significant impact on our future GAAP financial results and, as a result, we are unable to prepare the forward-looking statements of income and cash flows prepared in accordance with GAAP, that would be required to produce such a reconciliation. Forward-Looking Statements: This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements, including our full year 2026 financial guidance of organic revenue growth, adjusted EBITDA, adjusted diluted EPS and free cash flow conversion. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by the company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors the company believes are appropriate in the circumstances. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause or contribute to a material difference include, but are not limited to, the risks discussed in our filings with the SEC and the following: economic conditions generally; supply chain challenges, including labor shortages; competition and pricing pressures; our ability to align our investments in capital assets, including equipment, service centers and warehouses, to our respective customers’ demands; our ability to successfully integrate and realize anticipated benefits, synergies, cost savings and profit improvement opportunities with respect to acquired companies, including the acquisition of Wincanton; acquisitions may be unsuccessful or result in other risks or developments that adversely affect our financial condition and results; our ability to develop and implement suitable information technology systems and prevent failures in or breaches of such systems; our indebtedness; our ability to raise debt and equity capital; litigation; labor matters, including our ability to manage our subcontractors, and risks associated with labor disputes at our customers’ facilities and efforts by labor organizations to organize our employees; risks associated with defined benefit plans for our current and former employees; our ability to attract or retain necessary talent; the increased costs associated with labor; fluctuations in currency exchange rates; fluctuations in fixed and floating interest rates; fluctuations in customer confidence and spending; issues related to our intellectual property rights; governmental regulation, including environmental laws, trade compliance laws, as well as changes in international trade policies and tax regimes; governmental or political actions, including the United Kingdom’s exit from the European Union; natural disasters, terrorist attacks or similar incidents; damage to our reputation; a material disruption of our operations; the inability to achieve the level of revenue growth, cash generation, cost savings, improvement in profitability and margins, fiscal discipline, or strengthening of competitiveness and operations anticipated or targeted; failure in properly handling the inventory of our customers; failure to successfully incorporate artificial intelligence and humanoids in connection with our growth strategy; the impact of potential cyber-attacks and information technology or data security breaches; and the inability to implement technology initiatives or business systems successfully; our ability to achieve Environmental, Social and Governance goals; and a determination by the IRS that the distribution or certain related spin-off transactions should be treated as taxable transactions. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements. Such forward-looking statements should therefore be construed in the light of such factors. All forward-looking statements set forth in this presentation are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Forward-looking statements set forth in this presentation speak only as of the date hereof, and we do not undertake any obligation to update forward-looking statements to reflect subsequent events or circumstances, changes in expectations or the occurrence of unanticipated events, except to the extent required by law.© GXO Logistics, Inc. Patrick Kelleher Chief Executive Officer Baris Oran Chief Financial Officer Kristine Kubacki Chief Strategy Officer Presenters 3© GXO Logistics, Inc.© GXO Logistics, Inc. GXO is building the supply chain of the future. We design and operate the most technologically advanced logistics solutions in the world. 4© GXO Logistics, Inc.© GXO Logistics, Inc. Our value creation framework Outsized growth driven by secular tailwinds Global scale Leadership in technology and automation Customer-centric culture Effective capital allocation Compelling financial profile and long-term growth algorithm 5 1 2 3 4 5 6© GXO Logistics, Inc. 4Q 2025 executive summary 6 Record revenue and adjusted EBITDA(1) in 4Q and FY 2025 Accelerated expansion in strategic growth verticals, $1.1 billion of new business wins in 2025(2) Wincanton integration on track to deliver full run-rate about $60 million synergies by end of 2026 2026 mid-point guidance shows accelerated organic growth and 20% adjusted diluted EPS growth(1) (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2. (2) Contracts converted at the prevailing rate of the quarter in which they are signed.© GXO Logistics, Inc. 4Q 2025 financial highlights 7 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. (2) Based on closing December 31, 2025, FX rates of 1.35 GBP/USD and 1.17 EUR/USD. (3) Comparable position for year-ahead incremental revenue at 4Q 2024 was $627 million. Key highlights • Record revenue of $3.5 billion in 4Q 2025 • Delivered record adjusted EBITDA(1) in 4Q 2025 • Signed new business wins of $248 million in annualized revenue during 4Q 2025(2) • Sales pipeline at $2.3 billion as of 4Q 2025(2) • $774 million of new FY 2026 revenue won through 4Q 2025(2), >20% year-over-year(3) Revenue $3.5 billion Net income $43 million Operating cash flow $170 million Diluted EPS $0.37 Organic revenue(1) up 3.5% Adjusted EBITDA(1) $255 million Free cash flow(1) $163 million Adjusted diluted EPS(1) $0.87© GXO Logistics, Inc. 4Q 2024 Revenue Organic growth FX 4Q 2025 Revenue Year-over-year revenue growth in 4Q was 7.9%, of which 3.5% was organic(1) (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. 4Q 2025 revenue growth 8 3.5% Organic(1) FX $3,250 $3,507 (In millions USD) 7.9% revenue growth© GXO Logistics, Inc. 2025 wins and expansions 9© GXO Logistics, Inc. Pre-2025 wins 1Q 2025 wins 2Q 2025 wins 3Q 2025 wins 4Q 2025 wins 2026 total expected incremental revenue New contract wins and outsourcing underpin long-term growth 10 Expected incremental revenue contributions from contracts won through 4Q 2025 FY 2025 contract wins by source(2) Sites set up to support customer growth Sites previously operated by customers in-house 45% New activity 21% Outsourcing $774 million(1) signed for 2026 (1) Based on closing December 31, 2025, FX rates of 1.35 GBP/USD and 1.17 EUR/USD. (2) Based on quarterly closing FX rates. $774 million of expected incremental revenue for 2026 won through 4Q 2025(1) Sites transferred from other 3PLs 34% Won from competitors $1.1 billion total annualized contract wins© GXO Logistics, Inc. Strong cash flow and investment grade balance sheet 11 (1) Includes finance leases and other debt of $327 million as of December 31, 2025. (2) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. 4Q 2025 balance sheet Total debt(1) $3,065 million Mostly fixed-rate borrowings Prioritizing de-leveraging Net debt(1,2) $2,211 million Net leverage(2) 2.5x Liquidity of $1,648 million available at end of 4Q Free cash flow(2) 2025 cash flow and returns Operating return on invested capital(2) FY 2025 $434 million FY 2025 $259 million Operating cash flow 4Q 2025 52% Long-term target >30%© GXO Logistics, Inc. FY 2025 financial highlights 12 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. (2) Contracts converted at the prevailing rate of the quarter in which they are signed. Key highlights • Record revenue and adjusted EBITDA(1) • New business wins of $1.1 billion(2) • Wincanton integration underway and on-track to deliver expected synergies by year-end 2026 • Free cash flow conversion(1) of 29% • Operating return on invested capital(1) of 52% in FY 2025 Revenue $13.2 billion Net income $36 million Operating cash flow $434 million Diluted EPS $0.28 Organic revenue(1) up 3.9% Adjusted EBITDA(1) $881 million Free cash flow(1) $259 million Adjusted diluted EPS(1) $2.51© GXO Logistics, Inc. FY 2026 guidance 13 Organic revenue growth(2) 4% – 5% Adjusted EBITDA(2)(3) $930 – $970 million Adjusted diluted EPS(2) $2.85 – $3.15 Adjusted EBITDA to free cash flow conversion(2) 30% – 40% (1) Based on current FX rates. (2) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2. (3) We anticipate the following quarterly adjusted EBITDA phasing in 2026 for the guidance contribution: 1Q: c.19%;2Q: c.22%; 2nd half c.59%. FY 2026 guidance(1)Appendix© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDA Margins (Unaudited) Three months ended December 31, Year ended December 31, (In millions USD) 2025 2024 2025 2024 Net income attributable to GXO $ 43 $ 100 $ 32 $ 134 Net income attributable to noncontrolling interests (“NCI”) — — 4 4 Net income $ 43 $ 100 $ 36 $ 138 Interest expense, net 30 34 133 103 Income tax expense (benefit) 23 (3) 68 8 Depreciation and amortization expense 120 113 457 415 Transaction and integration costs 4 21 54 76 Restructuring costs and other 5 1 27 25 Regulatory matter and litigation expense — — 65 59 Net loss on divestiture of business 34 — 34 2 Unrealized (gain) loss on foreign currency contracts (4) (15) 7 (11) Adjusted EBITDA(1) $ 255 $ 251 $ 881 $ 815 Revenue $ 3,507 $ 3,250 $ 13,178 $ 11,709 Operating income $ 94 $ 101 $ 245 $ 218 Operating income margin(2) 2.7 % 3.1 % 1.9 % 1.9 % Adjusted EBITDA margin(1)(3) 7.3 % 7.7 % 6.7 % 7.0 % (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Operating income margin is calculated as operating income divided by revenue for the period. (3) Adjusted EBITDA margin is calculated as adjusted EBITDA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income to Adjusted EBITA and Adjusted EBITA Margins (Unaudited) Three months ended December 31, Year ended December 31, (In millions USD) 2025 2024 2025 2024 Net income attributable to GXO $ 43 $ 100 $ 32 $ 134 Net income attributable to NCI — — 4 4 Net income $ 43 $ 100 $ 36 $ 138 Interest expense, net 30 34 133 103 Income tax expense (benefit) 23 (3) 68 8 Amortization of intangible assets acquired 29 31 119 108 Transaction and integration costs 4 21 54 76 Restructuring costs and other 5 1 27 25 Regulatory matter and litigation expense — — 65 59 Net loss on divestiture of business 34 — 34 2 Unrealized (gain) loss on foreign currency contracts (4) (15) 7 (11) Adjusted EBITA(1) $ 164 $ 169 $ 543 $ 508 Revenue $ 3,507 $ 3,250 $ 13,178 $ 11,709 Adjusted EBITA margin(1)(2) 4.7 % 5.2 % 4.1 % 4.3 % (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Adjusted EBITA margin is calculated as adjusted EBITA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income to Adjusted Net Income and Adjusted Earnings Per Share (Unaudited) Three months ended December 31, Year ended December 31, (Dollars in millions, shares in thousands, except per share amounts) 2025 2024 2025 2024 Net income $ 43 $ 100 $ 36 $ 138 Net income attributable to NCI — — (4) (4) Net income attributable to GXO $ 43 $ 100 $ 32 $ 134 Amortization of intangible assets acquired 29 31 119 108 Transaction and integration costs 4 21 54 76 Restructuring costs and other 5 1 27 25 Regulatory matter and litigation expense — — 65 59 Net loss on divestiture of business 34 — 34 2 Unrealized (gain) loss on foreign currency contracts (4) (15) 7 (11) Income tax associated with the adjustments above(1) (10) (2) (46) (42) Discrete income tax benefit(2) — (16) — (16) Adjusted net income attributable to GXO(3) $ 101 $ 120 $ 292 $ 335 Adjusted basic EPS(3) $ 0.88 $ 1.00 $ 2.52 $ 2.81 Adjusted diluted EPS(3) $ 0.87 $ 1.00 $ 2.51 $ 2.80 Weighted-average shares outstanding used in computation of earnings per share Basic 114,495 119,489 115,677 119,413 Diluted 115,604 120,035 116,303 119,798 (1) The income tax rate applied to items is based on the GAAP annual effective tax rate. (2) In 2024, the discrete income tax benefit arises from the release of the valuation allowance. (3) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (Unaudited) Reconciliation of cash flows from operations to free cash flow: Three months ended December 31, Year ended December 31, (In millions USD) 2025 2024 2025 2024 Cash flows from operations(1) $ 170 $ 186 $ 434 $ 549 Capital expenditures (55) (104) (324) (359) Proceeds from sale of property and equipment 48 45 149 61 Net capital expenditures (“Net capex”)(2) (7) (59) (175) (298) Free cash flow(2) $ 163 $ 127 $ 259 $ 251 Cash flows from operations to net income n/m 397.8 % Free cash flow conversion(2) 29.4 % 30.8 % (1) Net cash provided by operating activities. (2) See the “Non-GAAP Financial Measures” section for additional information. n/m - not meaningful© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (Unaudited) Reconciliation of revenue to organic revenue: Three months ended December 31, Year ended December 31, (In millions USD) 2025 2024 2025 2024 Revenue $ 3,507 $ 3,250 $ 13,178 $ 11,709 Revenue from acquired business(1) — — (655) — Foreign exchange rates (143) — (352) — Organic revenue(2) $ 3,364 $ 3,250 $ 12,171 $ 11,709 Revenue growth(3) 7.9% 12.5 % Organic revenue growth(2)(4) 3.5% 3.9 % (1) The Company excludes revenue from the acquired business for periods that are not comparable. (2) See the “Non-GAAP Financial Measures” section for additional information. (3) Revenue growth is calculated as the change in the period-over-period revenue divided by the prior period, expressed as a percentage. (4) Organic revenue growth is calculated as the change in the period-over-period organic revenue divided by the prior period, expressed as a percentage.© GXO Logistics, Inc. GXO Logistics, Inc. Liquidity Reconciliations (Unaudited) Reconciliation of total debt and net debt: (In millions USD) December 31, 2025 Current debt $ 446 Long-term debt 2,619 Total debt(1) $ 3,065 Less: Cash and cash equivalents (excluding restricted cash) (854) Net debt(2) $ 2,211 Reconciliation of total debt to net income ratio: (In millions USD) December 31, 2025 Total debt $ 3,065 Net income $ 36 Debt to net income ratio 85.1x Reconciliation of net leverage ratio: (In millions USD) December 31, 2025 Net debt $ 2,211 Adjusted EBITDA(2) $ 881 Net leverage ratio(2) 2.5x (1) Includes finance leases and other debt of $327 million as of December 31, 2025. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. Adjusted EBITA, net of income taxes paid: Year ended (In millions USD) December 31, 2025 Adjusted EBITA(1) $ 543 Less: Cash paid for income taxes (59) Adjusted EBITA(1), net of income taxes paid $ 484 Return on invested capital: Year ended December 31, (In millions USD) 2025 2024 Average Selected assets: Accounts receivable, net $ 2,028 $ 1,799 $ 1,914 Other current assets 406 429 418 Property and equipment, net 1,151 1,160 1,156 Selected liabilities: Accounts payable $ (758) $ (776) $ (767) Accrued expenses (1,492) (1,271) (1,382) Other current liabilities (434) (385) (410) Invested capital $ 901 $ 956 $ 929 Net income to average invested capital 3.9% Operating return on invested capital(1)(2) 52.1% GXO Logistics, Inc. Return on Invested Capital (Unaudited) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) The ratio of operating return on invested capital is calculated as adjusted EBITA, net of income taxes paid, divided by the average invested capital.
10 Feb
8-K
Results of Operations and Financial Condition
10 Feb
8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
29 Jan
8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
15 Dec 2025
8-K
GXO Appoints Bart Beeks as Chief Operating Officer Newly created role responsible for driving global operational excellence GREENWICH, Conn., December 12, 2025 — GXO Logistics, Inc. (NYSE: GXO), the world’s largest pure-play contract logistics provider, today announced the appointment of Bart Beeks in the newly created role of Chief Operating Officer (COO), effective January 2, 2026. Beeks will lead GXO’s global operational excellence agenda through standardized global execution, reporting to CEO Patrick Kelleher. GXO CEO Patrick Kelleher said, “Execution and growth go hand in hand. Bart brings exceptional operational experience and proven leadership that will enable us to take the best of what we do so well and scale it consistently across our global network. This appointment is a critical step in enhancing our operating model to drive increased productivity, efficiency and greater value for customers.” Prior to joining GXO, Beeks was at CEVA Logistics, where he rose from intern to Chief Operating Officer, managing operations in more than 170 countries. He has extensive experience in operations, implementation excellence, international and site-level management and building high-performing teams. As COO of CEVA, he significantly improved operating margin and revenue growth and led the integration of multiple acquisitions. Prior to his role as COO, he served as Executive Vice President in Benelux and Senior Vice President of Operational Excellence at CEVA. Before his career in logistics, Beeks served as a Commanding Officer in the Dutch Special Forces. About GXO GXO Logistics, Inc. (NYSE: GXO) is the world’s largest pure-play contract logistics provider and is positioned to capitalize on the rapid growth of ecommerce, automation and outsourcing. GXO has over 150,000 team members across more than 1,000 facilities, totaling more than 200 million square feet. The company serves the world’s leading blue-chip companies to solve complex logistics challenges with technologically advanced supply chain and ecommerce solutions, at scale and with speed. GXO corporate headquarters is in Greenwich, Connecticut. Visit GXO.com for more information and connect with GXO on LinkedIn, X, Facebook, Instagram and YouTube. Media contact Matthew Schmidt +1 203-307-2809
[email protected]
Investor contact Kristine Kubacki, CFA +1 203-769-7206
[email protected]
12 Dec 2025
8-K
Entry into a Material Definitive Agreement
24 Nov 2025
8-K
Third quarter 2025 results November 4, 2025 © GXO Logistics, Inc.© GXO Logistics, Inc. Disclaimer 2 Non-GAAP Financial Measures: As required by the rules of the Securities and Exchange Commission (“SEC”), we provide reconciliations of the non-GAAP financial measures contained in this presentation to the most directly comparable measure under GAAP, which are set forth in the financial tables included in the attached appendix. GXO’s non-GAAP financial measures in this presentation include: adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”), adjusted EBITDA margin, adjusted earnings before interest, taxes and amortization (“adjusted EBITA”), adjusted EBITA margin, adjusted EBITA, net of income taxes paid, adjusted net income attributable to GXO, adjusted earnings per share (basic and diluted) (“adjusted EPS”), free cash flow, free cash flow conversion, organic revenue, organic revenue growth, net leverage ratio, net debt, operating return on invested capital (“ROIC”) and net capital expenditures (“net capex”). We believe that the above adjusted financial measures facilitate analysis of our ongoing business operations because they exclude items that may not be reflective of, or are unrelated to, GXO’s core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. Other companies may calculate these non-GAAP financial measures differently, and therefore our measures may not be comparable to similarly titled measures used by other companies. GXO’s non-GAAP financial measures should only be used as supplemental measures of our operating performance. Adjusted EBITDA, adjusted EBITA, adjusted net income attributable to GXO and adjusted EPS include adjustments for transaction and integration costs, regulatory matters and litigation expenses as well as restructuring costs and other adjustments as set forth in the financial tables included in the attached appendix. Transaction and integration adjustments are generally incremental costs that result from an actual or planned acquisition, divestiture or spin-off and may include transaction costs, consulting fees, retention awards, internal salaries and wages (to the extent the individuals are assigned full-time to integration and transformation activities), and certain costs related to integrating and separating IT systems. Regulatory matters and litigation expenses relate to the settlement of regulatory and legal matters. Restructuring costs primarily relate to severance costs associated with business optimization initiatives. We believe that free cash flow and free cash flow conversion are important measures of our ability to repay maturing debt or fund other uses of capital that we believe will enhance stockholder value. We calculate free cash flow as cash flows from operations less net capex; we calculate net capex as capital expenditures plus proceeds from sale of property and equipment. We calculate free cash flow conversion as free cash flow divided by adjusted EBITDA, expressed as a percentage. We believe that adjusted EBITDA, adjusted EBITDA margin, adjusted EBITA, adjusted EBITA margin, and adjusted EBITA, net of income taxes paid improve comparability from period to period by removing the impact of our capital structure (interest expense), asset base (depreciation and amortization), tax impacts and other adjustments as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of core operating activities and thereby assist investors with assessing trends in our underlying businesses. We believe that adjusted net income attributable to GXO and adjusted EPS improve the comparability of our operating results from period to period by removing the impact of certain costs and gains as set forth in the financial tables included in the attached appendix, which management has determined are not reflective of our core operating activities, including amortization of intangible assets acquired. We believe that organic revenue and organic revenue growth are important measures because they exclude the impact of foreign currency exchange rate fluctuations and revenue from acquired businesses. We believe that net leverage ratio and net debt are important measures of our overall liquidity position and are calculated by adding bank overdrafts and removing cash and cash equivalents (excluding restricted cash) from our total debt and net debt as a ratio of our trailing twelve months adjusted EBITDA. We calculate ROIC as our trailing twelve months adjusted EBITA, net of income taxes paid, divided by the average invested capital. We believe ROIC provides investors with an important perspective on how effectively GXO deploys capital and use this metric internally as a high-level target to assess overall performance throughout the business cycle. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating GXO’s ongoing performance. With respect to our financial targets for full-year 2025 organic revenue growth, adjusted EBITDA, adjusted diluted EPS, and free cash flow conversion to full year 2025 adjusted EBITDA, a reconciliation of these non-GAAP measures to the corresponding GAAP measures is not available without unreasonable effort due to the variability and complexity of the reconciling items described above that we exclude from these non-GAAP target measures. The variability of these items may have a significant impact on our future GAAP financial results and, as a result, we are unable to prepare the forward-looking statements of income and cash flows prepared in accordance with GAAP, that would be required to produce such a reconciliation. Forward-Looking Statements: This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements, including our full year 2025 financial targets of organic revenue growth, adjusted EBITDA, adjusted diluted EPS and adjusted EBITDA to free cash flow conversion; the expected incremental revenue in 2025 and 2026; our long-term target for operating return on invested capital; and our expected full year 2025 adjusted EBITDA. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by the company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors the company believes are appropriate in the circumstances. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause or contribute to a material difference include, but are not limited to, the risks discussed in our filings with the SEC and the following: economic conditions generally; supply chain challenges, including labor shortages; competition and pricing pressures; our ability to align our investments in capital assets, including equipment, service centers and warehouses, to our respective customers’ demands; our ability to successfully integrate and realize anticipated benefits, synergies, cost savings and profit improvement opportunities with respect to acquired companies, including the acquisition of Wincanton; acquisitions may be unsuccessful or result in other risks or developments that adversely affect our financial condition and results; our ability to develop and implement suitable information technology systems and prevent failures in or breaches of such systems; our indebtedness; our ability to raise debt and equity capital; litigation; labor matters, including our ability to manage its subcontractors, and risks associated with labor disputes at our customers’ facilities and efforts by labor organizations to organize its employees; risks associated with def ined benefit plans for our current and former employees; our ability to attract or retain necessary talent; the increased costs associated with labor; fluctuations in currency exchange rates; fluctuations in fixed and floating interest rates; fluctuations in customer confidence and spending; issues related to our intellectual property rights; governmental regulation, including environmental laws, trade compliance laws, as well as changes in international trade policies and tax regimes; governmental or political actions, including the United Kingdom’s exit from the European Union; natural disasters, terrorist attacks or similar incidents; damage to our reputation; a material disruption of our operations; the inability to achieve the level of revenue growth, cash generation, cost savings, improvement in profitability and margins, fiscal discipline, or strengthening of competitiveness and operations anticipated or targeted; failure in properly handling the inventory of our customers; the impact of potential cyber-attacks and information technology or data security breaches; and the inability to implement technology initiatives or business systems successfully; our ability to achieve Environmental, Social and Governance goals; and a determination by the IRS that the distribution or certain related spin-off transactions should be treated as taxable transactions. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements. Such forward-looking statements should therefore be construed in the light of such factors. All forward-looking statements set forth in this presentation are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Forward-looking statements set forth in this presentation speak only as of the date hereof, and we do not undertake any obligation to update forward-looking statements to reflect subsequent events or circumstances, changes in expectations or the occurrence of unanticipated events, except to the extent required by law.© GXO Logistics, Inc. Patrick Kelleher Chief Executive Officer Baris Oran Chief Financial Officer Kristine Kubacki Chief Strategy Officer Presenters 3© GXO Logistics, Inc.© GX Logistics, Inc. GXO is building the supply chain of the future. We design and operate the most technologically advanced logistics solutions in the world. 4© GXO Logistics, Inc.© GX Logistics, Inc. Our value creation framework Outsized growth driven by secular tailwinds Global scale Leadership in technology and automation Customer-centric culture Effective capital allocation Compelling financial profile and long-term growth algorithm 5 1 2 3 4 5 6© GXO Logistics, Inc. 3Q 2025 executive summary Record quarterly revenue of $3.4 billion, up 8% year over year Signed new business wins of $280 million, up 24% year over year(1) Wincanton integration well underway; on track to deliver $60 million in cost synergies Announced organizational changes to accelerate growth Reaffirmed full-year guidance 6 (1) Based on closing September 30, 2025, FX rates of 1.34 GBP/USD and 1.17 EUR/USD. 6© GXO Logistics, Inc. 3Q 2025 financial highlights 7 (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. (2) Based on closing September 30, 2025, FX rates of 1.34 GBP/USD and 1.17 EUR/USD. Key highlights • Signed new business wins of $280 million in annualized revenue during 3Q 2025(2) • Sales pipeline at $2.3 billion as of 3Q 2025, with growth in Aerospace & Defense and Life Sciences verticals since 2Q 2025(2) • $690 million of incremental revenue for 2026 won through 3Q 2025(2) • Operating return on invested capital increased year over year to 49% in 3Q 2025(1) Revenue $3.4 billion Net income $60 million Operating cash flow $232 million Diluted EPS $0.51 Organic revenue(1) up 4% Adjusted EBITDA(1) $251 million Free cash flow(1) $187 million Adjusted diluted EPS(1) $0.79© GXO Logistics, Inc. 3Q 2024 Revenue Organic growth FX 3Q 2025 Revenue Year-over-year revenue growth in 3Q was 8%, of which 4% was organic(1) (1) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. 3Q 2025 revenue growth 8 4% Organic(1) 4% FX $3,157 $3,395 (In millions USD) 8% revenue growth© GXO Logistics, Inc. Recent wins and expansions 9© GXO Logistics, Inc. Pre-2025 wins 1Q 2025 wins 2Q 2025 wins 3Q 2025 wins 2026 total expected incremental revenue New contract wins and outsourcing underpin long-term growth 10 Expected incremental revenue contributions from contracts won through 3Q 2025 YTD 2025 contract wins by source(2) Sites set up to support customer growth Sites previously operated by customers in-house 47% New activity 22% Outsourcing $690 million(1) signed for 2026 (1) Based on closing September 30, 2025, FX rates of 1.34 GBP/USD and 1.17 EUR/USD. (2) Based on quarterly closing FX rates. $690 million of expected incremental revenue for 2026 won through 3Q 2025(1) Sites transferred from other 3PLs 31% Won from competitors© GXO Logistics, Inc. Cash flow and balance sheet 11 (1) Includes finance leases and other debt of $416 million as of September 30, 2025. (2) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2 and Appendix for related information. 3Q 2025 balance sheet Total debt(1) $2,698 million Mostly fixed-rate debt Improved leverage Net debt(1,2) $2,359 million Net leverage(2) 2.7x Liquidity of $1,308 million available at end of 3Q 2025 Free cash flow(2) 3Q 2025 cash flow and returns Operating return on invested capital(2) $232 million $187 million Operating cash flow 3Q 2025 49% Long-term target >30%© GXO Logistics, Inc. FY 2025 guidance 12 Organic revenue growth(2) 3.5% – 6.5% Adjusted EBITDA(2) $865 – $885 million Adjusted diluted EPS(2) $2.43 – $2.63 Adjusted EBITDA to free cash flow conversion(2) 25% – 35% (1) Based on current FX rates. (2) Refer to the ‘Non-GAAP Financial Measures’ section on slide 2. FY 2025 guidance(1) GXO plans to update the market on long-term guidance at an Investor Day in 2026© GXO Logistics, Inc. The GXO investment case 13 Maximizing shareholder returns Compelling financial profile • Structural organic growth • Resilient margins • Strong free cash flows • High returns The GXO Difference • Tech and automation leadership • Global scale • Trusted expertise Effective capital allocation framework • Innovation and organic growth • Investment grade balance sheet • Strategic M&A • Return capital to shareholders + Powerful secular drivers • Automation • E-commerce • Outsourcing • Supply chain complexityAppendix© GXO Logistics, Inc. Three months ended September 30, Nine months ended September 30, Year ended December 31, 2024 Trailing twelve months ended September 30, 2025(In millions USD) 2025 2024 2025 2024 Net income (loss) attributable to GXO $ 59 $ 33 $ (11) $ 34 $ 134 $ 89 Net income attributable to NCI 1 2 4 4 4 4 Net income (loss) $ 60 $ 35 $ (7) $ 38 $ 138 $ 93 Interest expense, net 35 33 103 69 103 137 Income tax expense 28 7 45 11 8 42 Depreciation and amortization expense 118 111 337 302 415 450 Transaction and integration costs 14 21 50 55 76 71 Restructuring costs and other 3 9 22 26 27 23 Regulatory matter and litigation expense — (1) 65 59 59 65 Unrealized (gain) loss on foreign currency contracts (7) 8 11 4 (11) (4) Adjusted EBITDA(1) $ 251 $ 223 $ 626 $ 564 $ 815 $ 877 Revenue $ 3,395 $ 3,157 $ 9,671 $ 8,459 Operating income $ 118 $ 81 $ 151 $ 117 Operating income margin(2) 3.5 % 2.6 % 1.6 % 1.4 % Adjusted EBITDA margin(1)(3) 7.4 % 7.1 % 6.5 % 6.7 % GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margins (Unaudited) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Operating income margin is calculated as operating income divided by revenue for the period. (3) Adjusted EBITDA margin is calculated as adjusted EBITDA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITA and Adjusted EBITA Margins (unaudited) Three months ended September 30, Nine months ended September 30, Year ended December 31, 2024 Trailing twelve months ended September 30, 2025(In millions USD) 2025 2024 2025 2024 Net income (loss) attributable to GXO $ 59 $ 33 $ (11) $ 34 $ 134 $ 89 Net income attributable to NCI 1 2 4 4 4 4 Net income (loss) $ 60 $ 35 $ (7) $ 38 $ 138 $ 93 Interest expense, net 35 33 103 69 103 137 Income tax expense 28 7 45 11 8 42 Amortization of intangible assets acquired 31 36 90 77 108 121 Transaction and integration costs 14 21 50 55 76 71 Restructuring costs and other 3 9 22 26 27 23 Regulatory matter and litigation expense — (1) 65 59 59 65 Unrealized (gain) loss on foreign currency contracts (7) 8 11 4 (11) (4) Adjusted EBITA(1) $ 164 $ 148 $ 379 $ 339 $ 508 $ 548 Revenue $ 3,395 $ 3,157 $ 9,671 $ 8,459 Adjusted EBITA margin(1)(2) 4.8 % 4.7 % 3.9 % 4.0 % (1) See the “Non-GAAP Financial Measures” section for additional information. (2) Adjusted EBITA margin is calculated as adjusted EBITA divided by revenue for the period.© GXO Logistics, Inc. GXO Logistics, Inc. Reconciliation of Net Income (Loss) to Adjusted Net Income and Adjusted Earnings Per Share (unaudited) Three months ended September 30, Nine months ended September 30, (In millions USD, shares in thousands, except per share amounts) 2025 2024 2025 2024 Net income (loss) $ 60 $ 35 $ (7) $ 38 Net income attributable to NCI (1) (2) (4) (4) Net income (loss) attributable to GXO $ 59 $ 33 $ (11) $ 34 Amortization of intangible assets acquired 31 36 90 77 Transaction and integration costs 14 21 50 55 Restructuring costs and other 3 9 22 26 Regulatory matter and litigation expense — (1) 65 59 Unrealized (gain) loss on foreign currency contracts (7) 8 11 4 Income tax associated with the adjustments above(1) (9) (11) (36) (40) Adjusted net income attributable to GXO(2) $ 91 $ 95 $ 191 $ 215 Adjusted basic EPS(2) $ 0.79 $ 0.80 $ 1.65 $ 1.80 Adjusted diluted EPS(2) $ 0.79 $ 0.79 $ 1.64 $ 1.80 Weighted-average shares used in computation of adjusted earnings per share Basic 114,473 119,461 116,075 119,387 Diluted(3) 115,329 119,793 116,540 119,718 (1) The income tax rate applied to items is based on the GAAP annual effective tax rate. (2) See the “Non-GAAP Financial Measures” section for additional information. (3) The nine months ended September 30, 2025 calculation of earnings per share - diluted (GAAP) excludes 465 thousand shares due to their anti- dilutive effect.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (unaudited) Reconciliation of cash flows from operations to free cash flow: Three months ended September 30, Nine months ended September 30, (In millions USD) 2025 2024 2025 2024 Cash flows from operations(1) $ 232 $ 198 $ 264 $ 363 Capital expenditures (144) (94) (269) (255) Proceeds from sale of property and equipment 99 6 101 16 Net capital expenditures (“Net capex”)(2) (45) (88) (168) (239) Free cash flow(2) $ 187 $ 110 $ 96 $ 124 (1) Net cash provided by operating activities. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. GXO Logistics, Inc. Other Reconciliations (unaudited) Reconciliation of revenue to organic revenue: Three months ended September 30, Nine months ended September 30, (In millions USD) 2025 2024 2025 2024 Revenue $ 3,395 $ 3,157 $ 9,671 $ 8,459 Revenue from acquired business(1) — — (655) — Foreign exchange rates (115) — (209) — Organic revenue(2) $ 3,280 $ 3,157 $ 8,807 $ 8,459 Revenue growth(3) 7.5 % 14.3 % Organic revenue growth(2)(4) 3.9 % 4.1 % (1) The Company excludes revenue from acquired businesses for periods that are not comparable. (2) See the “Non-GAAP Financial Measures” section for additional information. (3) Revenue growth is calculated as the change in the period-over-period revenue divided by the prior period, expressed as a percentage. (4) Organic revenue growth is calculated as the change in the period-over-period organic revenue divided by the prior period, expressed as a percentage.© GXO Logistics, Inc. GXO Logistics, Inc. Liquidity Reconciliations (unaudited) Reconciliation of total debt and net debt: (In millions USD) September 30, 2025 Current debt $ 522 Long-term debt 2,176 Total debt(1) $ 2,698 Less: Cash and cash equivalents (excluding restricted cash) (339) Net debt(2) $ 2,359 Reconciliation of total debt to net income ratio: (In millions USD) September 30, 2025 Total debt $ 2,698 Trailing twelve months net income $ 93 Debt to net income ratio 29.0x Reconciliation of net leverage ratio: (In millions USD) September 30, 2025 Net debt(2) $ 2,359 Trailing twelve months adjusted EBITDA(2) $ 877 Net leverage ratio(2) 2.7x (1) Includes finance leases and other debt of $416 million as of September 30, 2025. (2) See the “Non-GAAP Financial Measures” section for additional information.© GXO Logistics, Inc. Adjusted EBITA, net of income taxes paid: Nine months ended September 30, Year ended December 31, 2024 Trailing twelve months ended September 30, 2025(In millions USD) 2025 2024 Adjusted EBITA(1) $ 379 $ 339 $ 508 $ 548 Less: Cash paid for income taxes (35) (26) (43) (52) Adjusted EBITA, net of income taxes paid(1) $ 344 $ 313 $ 465 $ 496 Return on invested capital: September 30, (In millions USD) 2025 2024 Average Selected assets: Accounts receivable, net $ 2,015 $ 1,968 $ 1,992 Other current assets 452 443 448 Property and equipment, net 1,197 1,161 1,179 Selected liabilities: Accounts payable (716) (748) (732) Accrued expenses (1,523) (1,411) (1,467) Other current liabilities (430) (369) (400) Invested capital $ 995 $ 1,044 $ 1,020 Trailing twelve months net income to average invested capital 9.1% Operating return on invested capital(1)(2) 48.6% GXO Logistics, Inc. Return on Invested Capital (unaudited) (1) See the “Non-GAAP Financial Measures” section for additional information. (2) The ratio of operating return on invested capital is calculated as trailing twelve months adjusted EBITA, net of income t axes paid, divided by the average invested capital. (1) See the “Non-GAAP Financial Measures” section for additional information.
4 Nov 2025
8-K
Results of Operations and Financial Condition
4 Nov 2025
Insider Ownership
(230)
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4
Statement of changes in beneficial ownership
16 Sep
3
Initial statement of beneficial ownership
16 Sep
4
Statement of changes in beneficial ownership
21 Aug
4
Statement of changes in beneficial ownership
4 Aug
4
Statement of changes in beneficial ownership
2 Jul
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
22 May
4
Statement of changes in beneficial ownership
15 May
Beneficial Ownership
(25)
Expand
SC 13G
GXO Logistics, Inc.
21 Jul
SC 13G
GXO Logistics, Inc.
30 Apr
SC 13G/A
GXO Logistics, Inc.
27 Mar
SC 13G/A
GXO Logistics, Inc.
17 Feb
SC 13G/A
GXO Logistics, Inc.
14 Nov 2025
SC 13G/A
GXO Logistics, Inc.
14 Aug 2025
SC 13G/A
GXO Logistics, Inc.
5 Jun 2025
SC 13G/A
GXO Logistics, Inc.
15 May 2025
SC 13G/A
GXO Logistics, Inc.
14 Feb 2025
SC 13G/A
GXO Logistics, Inc.
14 Nov 2024
SC 13G/A
GXO Logistics, Inc.
14 Feb 2024
SC 13G/A
GXO Logistics, Inc.
13 Feb 2024
SC 13G
GXO Logistics, Inc.
25 Jan 2024
SC 13G
GXO Logistics, Inc.
16 Jan 2024
SC 13G
GXO Logistics, Inc.
15 Feb 2023
Other Ownership
(5)
Expand
144
Gross Joli L.
29 May 2025
144
Ashe Gena L
16 May 2025
144
Ashe Gena L
8 Mar 2024
144
Ashe Gena L
7 Mar 2024
144
Ashe Gena L
3 Jan 2024
Proxies
(12)
Expand
DEFA14A
Definitive additional materials
13 May
ARS
Annual report to security holders
24 Apr
DEF 14A
Definitive proxy statement
22 Apr
ARS
Annual report to security holders
21 Apr 2025
DEF 14A
Definitive proxy statement
17 Apr 2025
ARS
Annual report to security holders
26 Apr 2024
DEF 14A
Definitive proxy statement
26 Apr 2024
PRER14A
PRE 14A
17 Apr 2024
PRE 14A
Preliminary proxy statement
15 Apr 2024
ARS
Annual report to security holders
28 Apr 2023
DEF 14A
Definitive proxy statement
25 Apr 2023
DEF 14A
Definitive proxy statement
25 Apr 2022
Registrations
(21)
Expand
8-A12B
Registration of securities (Section 12(b))
24 Nov 2025
424B2
Prospectus filing (Rule 424(b)(2))
20 Nov 2025
FWP
Free writing prospectus
18 Nov 2025
424B5
Prospectus filing (Rule 424(b)(5))
18 Nov 2025
POSASR
Post-effective amendment (automatic shelf)
13 Nov 2025
S-3ASR
Automatic shelf registration statement (S-3)
23 Aug 2024
424B2
Prospectus filing (Rule 424(b)(2))
29 Apr 2024
FWP
Free writing prospectus
25 Apr 2024
424B5
Prospectus filing (Rule 424(b)(5))
25 Apr 2024
424B3
Prospectus filing (Rule 424(b)(3))
25 May 2022
S-4/A
Registration statement (business combination, amendment)
20 May 2022
S-4
Registration statement (business combination)
12 May 2022
S-3ASR
Automatic shelf registration statement (S-3)
31 Aug 2021
S-8
Registration statement (employee benefit plan)
9 Aug 2021
10-12B/A
Registration statement (Section 12(b), amendment)
20 Jul 2021
Filing Review Correspondence
(15)
Expand
UPLOAD
Filing review upload
31 Mar 2025
CORRESP
Filing review correspondence
18 Mar 2025
UPLOAD
Filing review upload
6 Mar 2025
CORRESP
Filing review correspondence
29 Sep 2023
CORRESP
Filing review correspondence
23 May 2022
CORRESP
Filing review correspondence
20 May 2022
CORRESP
Filing review correspondence
19 May 2022
CORRESP
Filing review correspondence
12 May 2022
CORRESP
Filing review correspondence
28 Apr 2022
CORRESP
Filing review correspondence
20 Jul 2021
CORRESP
Filing review correspondence
19 Jul 2021
CORRESP
Filing review correspondence
7 Jul 2021
CORRESP
Filing review correspondence
9 Jun 2021
DRSLTR
Filing review correspondence (DRSLTR)
14 May 2021
DRSLTR
Filing review correspondence (DRSLTR)
19 Mar 2021
SEC Orders And Notices
(1)
Expand
EFFECT
Notice of effectiveness
25 May 2022
Tender Offers And Going Private
(10)
Expand
SC TO-T/A
Tender offer statement (third-party, amendment)
23 Oct 2023
SC TO-T/A
Tender offer statement (third-party, amendment)
12 Oct 2023
SC TO-T/A
Tender offer statement (third-party, amendment)
6 Oct 2023
SC TO-T/A
Tender offer statement (third-party, amendment)
29 Sep 2023
SC TO-T/A
Tender offer statement (third-party, amendment)
22 Sep 2023
SC TO-T/A
Tender offer statement (third-party, amendment)
22 Sep 2023
SC TO-T
Tender offer statement (third-party)
21 Sep 2023
SC TO-C
Tender offer statement (communication)
19 Sep 2023
SC TO-C
Tender offer statement (communication)
14 Sep 2023
SC TO-C
Tender offer statement (communication)
14 Sep 2023
Trust Indenture Filings
(1)
Expand
305B2
Application for qualification of indenture
25 Apr 2024
Other
(3)
Expand
CERT
CERT
28 Nov 2025
SEC STAFF ACTION
SEC STAFF ACTION
21 Jul 2021
CERT
CERT
20 Jul 2021
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