Companies RXO, Inc.
RXO (RXO): executive pay, fiscal 2025
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CEO vs. named peers77th pct.Of 13 peer CEOs
CEO pay, last three years
- $5,665,191FY2023
- $7,688,251FY2024
- $7,589,549FY2025
CEO total pay was $7,589,549 in fiscal 2025, down from $7,688,251 in fiscal 2024.
FY2025: salary $703,154 · bonus $0 · stock awards $6,339,646
Executives and directors
Drew Wilkerson · CEOJamie Harris · CFOJeff Firestone · General CounselAdrian Kingshott · Independent DirectorBrad Jacobs · Former director (through FY2025)Christine Breves · Independent DirectorMary Kissel · Independent DirectorMichelle Nettles · Lead Independent DirectorStephen Renna · Independent DirectorThomas Szlosek · Independent DirectorTroy Cooper · Independent Director
Frequently asked questions
Who was the highest-paid executive at RXO, Inc. in fiscal 2025?
As disclosed, Drew Wilkerson (Chairman and Chief Executive Officer) was the highest-paid executive at RXO, Inc. in fiscal 2025, with total compensation of $7,589,549.
How does RXO, Inc.'s chief executive pay compare to its disclosed peer group?
As disclosed, Drew Wilkerson's total compensation ranked at the 77th percentile of RXO, Inc.'s disclosed peer group.
What is RXO, Inc.'s CEO-to-median employee pay ratio?
As disclosed, RXO, Inc.'s CEO-to-median employee pay ratio was 201:1.
How did shareholders vote on RXO, Inc.'s executive compensation?
As disclosed, 95.52% of shareholders supported RXO, Inc.'s executive compensation in the latest say-on-pay vote.
How much does RXO, Inc. spend in total on board compensation for fiscal 2025?
As disclosed, RXO, Inc. reported total board compensation of $2,172,801 for fiscal 2025.
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Drew Wilkerson | $703,154 | $0 | $6,339,646 | — | $529,249 | — | $17,500 | $7,589,549 |
| Chairman and Chief Executive Officer | ||||||||
| Jamie Harris | 612,002 | 0 | 1,560,545 | — | 306,001 | — | 17,500 | 2,496,048 |
| Chief Financial Officer | ||||||||
| Jeff Firestone | 535,500 | 0 | 1,072,879 | — | 267,750 | — | 17,500 | 1,893,629 |
| Chief Legal Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Drew Wilkerson | $7,589,549 | $7,688,251 | $5,665,191 | ↓ −98,702 |
| Jamie Harris | 2,496,048 | 2,535,535 | 1,952,534 | ↓ −39,487 |
| Jeff Firestone | 1,893,629 | 2,718,007 | 1,526,344 | ↓ −824,378 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
RXO's compensation philosophy is designed to attract and retain talent, drive sustainable stockholder value, and ensure responsible leadership practices by linking pay with individual and business performance, balancing short- and long-term goals, and offering competitive pay that retains high-performing leaders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Pearl Meyer & Partners, LLC |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2025
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Jeff Firestone | PSU | 2025-02-28 | 26,869 | 26,869 | — | 60,456 | $522,871 |
| Jamie Harris | RSU | 2025-02-28 | — | — | 39,082 | — | 800,009 |
| Jamie Harris | PSU | 2025-02-28 | 39,082 | 39,082 | — | 87,935 | 760,536 |
| Drew Wilkerson | RSU | 2025-02-28 | — | — | 158,769 | — | 3,250,001 |
| Drew Wilkerson | PSU | 2025-02-28 | 158,769 | 158,769 | — | 357,231 | 3,089,645 |
| Jeff Firestone | RSU | 2025-02-28 | — | — | 26,869 | — | 550,008 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Jeff Firestone | $550,008 | $522,871 | $0 | 48.7% |
| Jamie Harris | 800,009 | 760,536 | 0 | 48.7% |
| Drew Wilkerson | 3,250,001 | 3,089,645 | 0 | 48.7% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Jeff Firestone | PSU | 29,683 | — | $375,193 |
| Jamie Harris | PSU | 39,043 | — | 493,504 |
| Jeff Firestone | RSU | 134,734 | — | 1,703,038 |
| Drew Wilkerson | PSU | 158,614 | — | 2,004,881 |
| Jamie Harris | RSU | 233,598 | — | 2,952,679 |
| Drew Wilkerson | RSU | 605,967 | — | 7,659,423 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Michelle NettlesIndependent · Lead Independent Director · Audit Committee · Nominating, Governance and Sustainability Committee (Chair) | $125,000 | $183,324 | — | — | — | $308,324 |
| Mary KisselIndependent · Compensation Committee | 105,000 | 183,324 | — | — | — | 288,324 |
| Thomas SzlosekIndependent · Audit Committee (Chair) | 105,000 | 183,324 | — | — | — | 288,324 |
| Adrian KingshottIndependent · Compensation Committee (Chair) · Nominating, Governance and Sustainability Committee | 100,000 | 183,324 | — | — | — | 283,324 |
| Troy CooperIndependent · Audit Committee · Compensation Committee | 80,000 | 183,324 | — | — | — | 263,324 |
| Christine BrevesIndependent · Audit Committee · Nominating, Governance and Sustainability Committee | 80,000 | 183,324 | — | — | — | 263,324 |
| Stephen RennaIndependent · Compensation Committee · Nominating, Governance and Sustainability Committee | 80,000 | 183,324 | — | — | — | 263,324 |
| Brad JacobsIndependent · Not standing for re-election · Departed during FY | 31,209 | 183,324 | — | — | — | 214,533 |
| Drew WilkersonEmployee director · Board Chair | — | — | — | — | — | 0 |
Board fee structure and ownership guideline
| Annual cash retainer | $80,000 |
|---|---|
| Annual equity retainer | $190,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 25,000 / 20,000 / 20,000 |
| Stock ownership guideline | $5 |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $706,209 |
| Equity awards (grant-date value) | $1,466,592 |
| All other compensation | $0 |
| Total cost of the board | $2,172,801 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names RXO as a peer
Companies that benchmark against RXO
10 companies name RXO as a compensation peer
The list of companies that name RXO as a peer is temporarily unavailable — recheck shortly.
Disclosed peer group — fiscal year 2025
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
ARCB ArcBest CorporationJBHT J.B. Hunt Transport Services, Inc.SNDR Schneider National, Inc.ULH Universal Logistics Holdings, Inc.WERN Werner Enterprises, Inc.HUBG Hub Group, Inc.MRTN Marten Transport, Ltd.R Ryder System, Inc.KNX Knight-Swift Transportation Holdings, Inc.LSTR Landstar System, Inc.CVLG Covenant Logistics Group, Inc.MATX Matson, Inc.CHRW C.H. Robinson Worldwide, Inc.
Peer reciprocity
The companies RXO, Inc. names as compensation peers that name it back in their own disclosed peer groups.
ArcBest Corporation (ARCB)40J.B. Hunt Transport Services, Inc. (JBHT)41Schneider National, Inc. (SNDR)42Werner Enterprises, Inc. (WERN)43Hub Group, Inc. (HUBG)44Knight-Swift Transportation Holdings, Inc. (KNX)45Landstar System, Inc. (LSTR)46Matson, Inc. (MATX)47C.H. Robinson Worldwide, Inc. (CHRW)48
Chief executive pay against the peer group
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | C.H. Robinson Worldwide, Inc. | 2025 | David Bozeman | $1,100,962 | $6,984,383 | $0 | $2,879,618 | $11,045,949 |
| 2 | Ryder System, Inc. | 2025 | Robert Sanchez | 1,100,001 | 7,159,495 | 0 | 1,675,894 | 10,178,386 |
| 3 | J.B. Hunt Transport Services, Inc. | 2025 | Shelley Simpson | 961,385 | 6,927,529 | 0 | 1,067,421 | 9,004,371 |
| 4 | RXO, Inc. | 2025 | Drew Wilkerson | 703,154 | 6,339,646 | — | 529,249 | 7,589,549 |
| 5 | Schneider National, Inc. | 2025 | Mark Rourke | 1,000,000 | 5,704,174 | 0 | 569,120 | 7,380,101 |
| 6 | Matson, Inc. | 2025 | Matthew Cox | 963,696 | 4,016,507 | 0 | 1,231,344 | 6,490,287 |
| 7 | Werner Enterprises, Inc. | 2025 | Derek Leathers | 974,077 | 4,200,000 | 0 | 745,106 | 6,048,549 |
| 8 | Knight-Swift Transportation Holdings, Inc. | 2025 | Adam Miller | 950,000 | 3,242,667 | — | 803,130 | 5,011,329 |
| 9 | Landstar System, Inc. | 2025 | Frank Lonegro | 800,000 | 3,473,049 | 0 | 210,000 | 4,574,887 |
| 10 | Hub Group, Inc. | 2024 | Phillip Yeager | 850,000 | 2,400,342 | — | 552,500 | 3,964,450 |
| 11 | Covenant Logistics Group, Inc. | 2025 | David Parker | 753,021 | 0 | 0 | 100,000 | 1,794,678 |
| 12 | ArcBest Corporation | 2025 | Seth Runser | 575,000 | 390,254 | 0 | 201,988 | 1,234,403 |
| 13 | Universal Logistics Holdings, Inc. | 2025 | Tim Phillips | 700,180 | 175,020 | 0 | 0 | 1,193,811 |
| 14 | Marten Transport, Ltd. | 2025 | Randolph Marten | 801,483 | 342,998 | 0 | 0 | 1,154,303 |
Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Incentive design against the same peers
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| RXO, Inc. | not disclosed | PRSU 50 · RSU 50 | not disclosed | Pearl Meyer & Partners, LLC |
| ArcBest Corporation | not disclosed | C-LTIP 60 · RSU 40 | not disclosed | Meridian Compensation Partners, LLC |
| C.H. Robinson Worldwide, Inc. | 171% | PSU 60 · RSU 40 | No | Semler Brossy |
| Covenant Logistics Group, Inc. | not disclosed | RSU 50 · PRSU 50 | not disclosed | Pearl Meyer |
| Hub Group, Inc. | not disclosed | RSU 50 · PRSU 50 | No | Aon |
| J.B. Hunt Transport Services, Inc. | not disclosed | PSU 60 · RSU 40 | No | Meridian Compensation Partners, LLC |
| Knight-Swift Transportation Holdings, Inc. | not disclosed | PRSU 60 · RSU 40 | not disclosed | Pearl Meyer |
| Landstar System, Inc. | not disclosed | not disclosed | not disclosed | FW Cook; Compensation Strategies, Inc. |
| Marten Transport, Ltd. | not disclosed | not disclosed | not disclosed | Grant Thornton LLP |
| Matson, Inc. | not disclosed | RSU 50 · PSU 50 | not disclosed | Pay Governance LLC |
| Ryder System, Inc. | 90% | PSU 60 · RSU 40 | No | FW Cook |
| Schneider National, Inc. | not disclosed | PSU 50 · RSU 50 | Yes — RELATIVE TOTAL SHAREHOLDER RETURN (rTSR) | Frederic W. Cook & Co, Inc. |
| Universal Logistics Holdings, Inc. | not disclosed | RSU 100 | not disclosed | Cannot be determined from provided text |
| Werner Enterprises, Inc. | not disclosed | not disclosed | not disclosed | Frederic W. Cook & Co. |
Read from each company’s Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company’s filing does not state the item.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-12 | 142,771,274 | 6,645,497 | 49,742 | 95.52% | Passed |
| 2025 | 2025-05-21 | 139,565,395 | 5,490,043 | 76,713 | 96.16% | Passed |
| 2023 | 2023-05-23 | 96,624,317 | 6,334,004 | 73,855 | 93.85% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-05-12 | 95.52%a |
| 2025 | 2025-05-21 | 96.16%b |
| 2023 | 2023-05-23 | 93.85%c |
a. Approved under the standard stated in the filing — “Abstentions will have the same effect as votes cast "Against" this proposal.”.
b. Approved under the standard stated in the filing — “Abstentions will have the same effect as votes cast "Against" this proposal.”.
c. Approved under the standard stated in the filing — “Abstentions and broker non-votes are not considered votes cast for purposes of tabulation and will have no effect on the advisory vote to approve executive compensation.”.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
CEO pay ratio
| Ratio (CEO : median employee) | 201 : 1 |
|---|---|
| CEO total compensation | — |
| Median employee compensation | $55,000 |
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (48 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 01, Drew Wilkerson. DEF 14A, filed 2026-03-30. Section “Executive Compensation”. As printed: 7,589,549. View filing ↗
- Section 01, Jamie Harris. DEF 14A, filed 2026-03-30. Section “Executive Compensation”. As printed: 2,496,048. View filing ↗
- Section 01, Jeff Firestone. DEF 14A, filed 2026-03-30. Section “Executive Compensation”. As printed: 1,893,629. View filing ↗
- Section 03, Jeff Firestone PSU. DEF 14A, filed 2026-03-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Jamie Harris RSU. DEF 14A, filed 2026-03-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Jamie Harris PSU. DEF 14A, filed 2026-03-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Drew Wilkerson RSU. DEF 14A, filed 2026-03-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Drew Wilkerson PSU. DEF 14A, filed 2026-03-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Jeff Firestone RSU. DEF 14A, filed 2026-03-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 07, pay ratio. DEF 14A, filed 2023-04-06. Section “CEO Pay Ratio”. As printed: 201 : 1. View filing ↗
- Section 08, Michelle Nettles. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 308,324. View filing ↗
- Section 08, Mary Kissel. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 288,324. View filing ↗
- Section 08, Thomas Szlosek. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 288,324. View filing ↗
- Section 08, Adrian Kingshott. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 283,324. View filing ↗
- Section 08, Troy Cooper. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 263,324. View filing ↗
- Section 08, Christine Breves. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 263,324. View filing ↗
- Section 08, Stephen Renna. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 263,324. View filing ↗
- Section 08, Brad Jacobs. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 214,533. View filing ↗
- Section 08, Drew Wilkerson. DEF 14A, filed 2026-03-30. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-05-13. Item 5.07 · say-on-pay result. As reported: 95.52% (votes for as printed: 142,771,274). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-23. Item 5.07 · say-on-pay result. As reported: 96.16% (votes for as printed: 139,565,395). View filing ↗
- Section 06, 2023 vote. Form 8-K, filed 2023-05-24. Item 5.07 · say-on-pay result. As reported: 93.85% (votes for as printed: 96,624,317). View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
- Section 09b board cost (computed). Computed. Cash 706,209 + equity 1,466,592 + all other 0 = 2,172,801, summed across the director compensation table rows.
- C.H. Robinson Worldwide, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-24. CEO total compensation as printed in C.H. Robinson Worldwide, Inc.'s own proxy. As printed: 11,045,949. View filing ↗
- Ryder System, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-11. CEO total compensation as printed in Ryder System, Inc.'s own proxy. As printed: 10,178,386. View filing ↗
- J.B. Hunt Transport Services, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-11. CEO total compensation as printed in J.B. Hunt Transport Services, Inc.'s own proxy. As printed: 9,004,371. View filing ↗
- RXO, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-03-30. CEO total compensation as printed in RXO, Inc.'s own proxy. As printed: 7,589,549. View filing ↗
- Schneider National, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-17. CEO total compensation as printed in Schneider National, Inc.'s own proxy. As printed: 7,380,101. View filing ↗
- Matson, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-09. CEO total compensation as printed in Matson, Inc.'s own proxy. As printed: 6,490,287. View filing ↗
- Werner Enterprises, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-31. CEO total compensation as printed in Werner Enterprises, Inc.'s own proxy. As printed: 6,048,549. View filing ↗
- Knight-Swift Transportation Holdings, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-02. CEO total compensation as printed in Knight-Swift Transportation Holdings, Inc.'s own proxy. As printed: 5,011,329. View filing ↗
- Landstar System, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-23. CEO total compensation as printed in Landstar System, Inc.'s own proxy. As printed: 4,574,887. View filing ↗
- Hub Group, Inc., Section 10b CEO total. DEF 14A, filed 2025-04-03. CEO total compensation as printed in Hub Group, Inc.'s own proxy. As printed: 3,964,450. View filing ↗
- Covenant Logistics Group, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-10. CEO total compensation as printed in Covenant Logistics Group, Inc.'s own proxy. As printed: 1,794,678. View filing ↗
- ArcBest Corporation, Section 10b CEO total. DEF 14A, filed 2026-03-13. CEO total compensation as printed in ArcBest Corporation's own proxy. As printed: 1,234,403. View filing ↗
- Universal Logistics Holdings, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-31. CEO total compensation as printed in Universal Logistics Holdings, Inc.'s own proxy. As printed: 1,193,811. View filing ↗
- Marten Transport, Ltd., Section 10b CEO total. DEF 14A, filed 2026-03-17. CEO total compensation as printed in Marten Transport, Ltd.'s own proxy. As printed: 1,154,303. View filing ↗
- Section 10a, ArcBest Corporation reciprocity. DEF 14A. ArcBest Corporation names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, J.B. Hunt Transport Services, Inc. reciprocity. DEF 14A. J.B. Hunt Transport Services, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Schneider National, Inc. reciprocity. DEF 14A. Schneider National, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Werner Enterprises, Inc. reciprocity. DEF 14A. Werner Enterprises, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Hub Group, Inc. reciprocity. DEF 14A. Hub Group, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Knight-Swift Transportation Holdings, Inc. reciprocity. DEF 14A. Knight-Swift Transportation Holdings, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Landstar System, Inc. reciprocity. DEF 14A. Landstar System, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Matson, Inc. reciprocity. DEF 14A. Matson, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, C.H. Robinson Worldwide, Inc. reciprocity. DEF 14A. C.H. Robinson Worldwide, Inc. names RXO, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗