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Companies RXO, Inc.

RXO (RXO): executive pay, fiscal 2025

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CEO total pay$7,589,549CEO Drew Wilkerson · source
Say-on-pay support95.52%Latest vote · source
CEO vs. named peers77th pct.Of 13 peer CEOs
CEO pay ratio201:1To the median employee · source

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

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 officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Drew Wilkerson$703,154$0$6,339,646—$529,249—$17,500$7,589,549
Chairman and Chief Executive Officer
Jamie Harris612,00201,560,545—306,001—17,5002,496,048
Chief Financial Officer
Jeff Firestone535,50001,072,879—267,750—17,5001,893,629
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 officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Drew Wilkerson$7,589,549$7,688,251$5,665,191↓ −98,702
Jamie Harris2,496,0482,535,5351,952,534↓ −39,487
Jeff Firestone1,893,6292,718,0071,526,344↓ −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 consultantPearl Meyer & Partners, LLC
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Jeff FirestonePSU2025-02-2826,86926,869—60,456$522,871
Jamie HarrisRSU2025-02-28——39,082—800,009
Jamie HarrisPSU2025-02-2839,08239,082—87,935760,536
Drew WilkersonRSU2025-02-28——158,769—3,250,001
Drew WilkersonPSU2025-02-28158,769158,769—357,2313,089,645
Jeff FirestoneRSU2025-02-28——26,869—550,008

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Jeff Firestone$550,008$522,871$048.7%
Jamie Harris800,009760,536048.7%
Drew Wilkerson3,250,0013,089,645048.7%

% 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

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Jeff FirestonePSU29,683—$375,193
Jamie HarrisPSU39,043—493,504
Jeff FirestoneRSU134,734—1,703,038
Drew WilkersonPSU158,614—2,004,881
Jamie HarrisRSU233,598—2,952,679
Drew WilkersonRSU605,967—7,659,423
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Michelle NettlesIndependent · Lead Independent Director · Audit Committee · Nominating, Governance and Sustainability Committee (Chair)$125,000$183,324———$308,324
Mary KisselIndependent · Compensation Committee105,000183,324———288,324
Thomas SzlosekIndependent · Audit Committee (Chair)105,000183,324———288,324
Adrian KingshottIndependent · Compensation Committee (Chair) · Nominating, Governance and Sustainability Committee100,000183,324———283,324
Troy CooperIndependent · Audit Committee · Compensation Committee80,000183,324———263,324
Christine BrevesIndependent · Audit Committee · Nominating, Governance and Sustainability Committee80,000183,324———263,324
Stephen RennaIndependent · Compensation Committee · Nominating, Governance and Sustainability Committee80,000183,324———263,324
Brad JacobsIndependent · Not standing for re-election · Departed during FY31,209183,324———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

ComponentFY2025
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.

Peer reciprocity

The companies RXO, Inc. names as compensation peers that name it back in their own disclosed peer groups.

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.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1C.H. Robinson Worldwide, Inc.2025David Bozeman$1,100,962$6,984,383$0$2,879,618$11,045,949
2Ryder System, Inc.2025Robert Sanchez1,100,0017,159,49501,675,89410,178,386
3J.B. Hunt Transport Services, Inc.2025Shelley Simpson961,3856,927,52901,067,4219,004,371
4RXO, Inc.2025Drew Wilkerson703,1546,339,646—529,2497,589,549
5Schneider National, Inc.2025Mark Rourke1,000,0005,704,1740569,1207,380,101
6Matson, Inc.2025Matthew Cox963,6964,016,50701,231,3446,490,287
7Werner Enterprises, Inc.2025Derek Leathers974,0774,200,0000745,1066,048,549
8Knight-Swift Transportation Holdings, Inc.2025Adam Miller950,0003,242,667—803,1305,011,329
9Landstar System, Inc.2025Frank Lonegro800,0003,473,0490210,0004,574,887
10Hub Group, Inc.2024Phillip Yeager850,0002,400,342—552,5003,964,450
11Covenant Logistics Group, Inc.2025David Parker753,02100100,0001,794,678
12ArcBest Corporation2025Seth Runser575,000390,2540201,9881,234,403
13Universal Logistics Holdings, Inc.2025Tim Phillips700,180175,020001,193,811
14Marten Transport, Ltd.2025Randolph Marten801,483342,998001,154,303

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

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
RXO, Inc.not disclosedPRSU 50 · RSU 50not disclosedPearl Meyer & Partners, LLC
ArcBest Corporationnot disclosedC-LTIP 60 · RSU 40not disclosedMeridian Compensation Partners, LLC
C.H. Robinson Worldwide, Inc.171%PSU 60 · RSU 40NoSemler Brossy
Covenant Logistics Group, Inc.not disclosedRSU 50 · PRSU 50not disclosedPearl Meyer
Hub Group, Inc.not disclosedRSU 50 · PRSU 50NoAon
J.B. Hunt Transport Services, Inc.not disclosedPSU 60 · RSU 40NoMeridian Compensation Partners, LLC
Knight-Swift Transportation Holdings, Inc.not disclosedPRSU 60 · RSU 40not disclosedPearl Meyer
Landstar System, Inc.not disclosednot disclosednot disclosedFW Cook; Compensation Strategies, Inc.
Marten Transport, Ltd.not disclosednot disclosednot disclosedGrant Thornton LLP
Matson, Inc.not disclosedRSU 50 · PSU 50not disclosedPay Governance LLC
Ryder System, Inc.90%PSU 60 · RSU 40NoFW Cook
Schneider National, Inc.not disclosedPSU 50 · RSU 50Yes — RELATIVE TOTAL SHAREHOLDER RETURN (rTSR)Frederic W. Cook & Co, Inc.
Universal Logistics Holdings, Inc.not disclosedRSU 100not disclosedCannot be determined from provided text
Werner Enterprises, Inc.not disclosednot disclosednot disclosedFrederic 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 yearMeeting dateForAgainstAbstainSupportOutcome
20262026-05-12142,771,2746,645,49749,74295.52%Passed
20252025-05-21139,565,3955,490,04376,71396.16%Passed
20232023-05-2396,624,3176,334,00473,85593.85%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 yearMeeting dateApproval — company’s computation
20262026-05-1295.52%a
20252025-05-2196.16%b
20232023-05-2393.85%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 ↗
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