RXO, Inc. Reports on Shareholder Vote

TL;DR

RXO shareholders voted on something important on Dec 5th.

AI Summary

RXO, Inc. filed an 8-K on December 6, 2024, reporting on a matter submitted to a vote of its security holders on December 5, 2024. The filing details the company's corporate information, including its principal executive offices in Charlotte, NC, and its incorporation in Delaware.

Why It Matters

This filing indicates a formal process where RXO, Inc. sought and reported on the outcome of a vote by its shareholders, which is a standard corporate governance event.

Risk Assessment

Risk Level: low — The filing is a routine 8-K reporting a shareholder vote, with no immediate financial or operational risks disclosed.

Key Numbers

• 001-41514 — SEC File Number (Identifies RXO, Inc.'s filing with the SEC.)
• 88-2183384 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• RXO, Inc. (company) — Registrant
• December 5, 2024 (date) — Date of earliest event reported
• December 6, 2024 (date) — Date of report
• Delaware (jurisdiction) — State of incorporation
• Charlotte, NC (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.01 — ch registered Common stock, par value $0.01 per share RXO New York Stock Exchan

Filing Documents

• ef20039645_8k.htm (8-K) — 31KB
• 0001140361-24-048674.txt ( ) — 162KB
• rxo-20241205.xsd (EX-101.SCH) — 4KB
• rxo-20241205_lab.xml (EX-101.LAB) — 21KB
• rxo-20241205_pre.xml (EX-101.PRE) — 16KB
• ef20039645_8k_htm.xml (XML) — 4KB

07

Item 5.07 Submission of Matters to a Vote of Security Holders. RXO, Inc. (the "Company") held a special meeting of stockholders (the "2024 Special Meeting") on December 5, 2024. The following matters, which are described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on October 28, 2024 (the "Proxy Statement"), were voted upon by the Company's stockholders at the 2024 Special Meeting. A total of 160,794,781 shares of the Company's common stock were entitled to vote at the close of business on October 23, 2024, the record date for the Special Meeting (the " Record Date "). Approximately 135,721,297 shares of the Company's common stock issued and outstanding were present at the Special Meeting or represented by proxy at the Special Meeting, representing approximately 84.40% of those shares entitled to vote, which constituted a quorum. Each of the proposals upon which the Company's stockholders voted at the Special Meeting, and the final, certified results reported by the Company's independent inspector of elections, are set forth below: Proposal 1 – The Issuance Proposal . The Company's stockholders approved the issuance of shares of the Company's common stock, par value $0.01 per share ("Common Stock"), upon exercise of certain of pre-funded warrants to purchase 3,700,718 shares of Common Stock (the "Issuance Proposal"), based upon the votes set forth in the table below: For Against Abstain Broker Non-Votes 135,614,253 79,337 27,707 0 Proposal 2 – The Adjournment Proposal . Proposal 2 described in the Proxy Statement (relating to the adjournment of the 2024 Special Meeting, if necessary or appropriate) was rendered moot and was not presented at the 2024 Special Meeting as a result of the approval of the Issuance Proposal.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. RXO, INC. By: /s/ Jeffrey D. Firestone Jeffrey D. Firestone Chief Legal Officer and Corporate Secretary Date: December 5, 2024

View Full Filing

View this 8-K filing on SEC EDGAR