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Share Name | Share Symbol | Market | Type |
---|---|---|---|
XPO Inc | NYSE:XPO | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-4.48 | -4.05% | 106.24 | 109.83 | 106.37 | 109.02 | 2,481,934 | 01:00:00 |
Delaware
|
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001-32172
|
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03-0450326
|
|
|
|
|
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(State or other jurisdiction of
incorporation) |
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
o
|
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
o
|
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
o
|
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
o
|
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading symbol(s)
|
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Name of each exchange on which registered
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Common stock, par value $0.001 per share
|
|
XPO
|
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New York Stock Exchange
|
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
|
|
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Emerging growth company ☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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(a)
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The 2019 annual meeting of stockholders (the “2019 Annual Meeting”) of XPO Logistics, Inc. (the “Company”) was held on May 15, 2019.
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(b)
|
At the 2019 Annual Meeting, the stockholders voted, consistent with the recommendation of the Board of Directors of the Company, to (1) elect each of the Company’s nominees for director; (2) ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2019; (3) approve an amendment to the Company’s incentive compensation plan to increase the number of available shares thereunder by 2,000,000 to a total of 5,400,000, extend the term of the plan and make certain other changes; (4) approve the advisory vote on the Company’s executive compensation; (5) reject the stockholder proposal regarding the requirement that the chairman of the board be an independent director; and (6) reject the stockholder proposal regarding ways to strengthen the prevention of workplace sexual harassment and align senior executive compensation incentives.
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1.
|
Election of directors:
|
|
Votes For
|
Votes Against
|
Abstentions
|
Broker
Non-Votes
|
|
|
|
|
|
Bradley S. Jacobs
|
72,360,556
|
1,036,310
|
89,080
|
11,594,575
|
Gena L. Ashe
|
73,252,225
|
120,818
|
112,903
|
11,594,575
|
Marlene M. Colucci
|
72,721,488
|
651,840
|
112,618
|
11,594,575
|
AnnaMaria DeSalva
|
73,138,792
|
232,878
|
114,276
|
11,594,575
|
Michael G. Jesselson
|
72,354,528
|
1,041,221
|
90,197
|
11,594,575
|
Adrian P. Kingshott
|
72,142,905
|
1,254,091
|
88,950
|
11,594,575
|
Jason D. Papastavrou
|
72,354,886
|
1,015,676
|
115,384
|
11,594,575
|
Oren G. Shaffer
|
73,239,891
|
130,700
|
115,355
|
11,594,575
|
2.
|
Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2019:
|
Votes For
|
84,252,588
|
Votes Against
|
695,359
|
Abstentions
|
132,574
|
Broker Non-Votes
|
0
|
3.
|
Amendment to XPO Logistics, Inc. 2016 Omnibus Incentive Compensation Plan to increase the number of available shares thereunder by 2,000,000 to a total of 5,400,000, extend the term of the plan and make certain other changes:
|
4.
|
Advisory vote on executive compensation:
|
5.
|
Stockholder proposal regarding the requirement that the chairman of the board be an independent director:
|
6.
|
Stockholder proposal regarding ways to strengthen the prevention of workplace sexual harassment and align senior executive compensation incentives:
|
Votes For
|
13,145,596
|
Votes Against
|
59,906,343
|
Abstentions
|
434,007
|
Broker Non-Votes
|
11,594,575
|
|
|
|
Exhibit Number
|
|
Description
|
10.1
|
|
|
|
|
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Date: May 17, 2019
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XPO LOGISTICS, INC.
|
|
||
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By:
|
/s/ Karlis P. Kirsis
|
|
|
|
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Karlis P. Kirsis,
|
|
|
|
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Senior Vice President, Corporate Counsel
|
|
|
|
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