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XPO INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and XPO INC.’s Form 8-K, filed May 17, 2024 (Item 5.07 on EDGAR). Page generated November 6, 2026.

12Reported items
492Asset managers
6,916Fund votes
May 16, 2024Meeting date

Results at a glance

Meeting of May 16, 2024: 11 items on XPO INC.’s Form 8-K, filed May 17, 2024: 11 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore XPO INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by XPO INC.

These tallies are XPO INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 17, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

XPO INC. — official shareholder meeting results, meeting held May 16, 2024
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Brad Jacobs	100,370,533	2,739,854	46,250	--	6,342,704	97%	Not verified	—
Elect Director: Jason Aiken	102,948,872	156,053	51,712	--	6,342,704	99.8%	Not verified	—
Elect Director: Bella Allaire	102,153,179	950,642	52,816	--	6,342,704	99.0%	Not verified	—
Elect Director: J. Wes Frye	102,852,530	254,306	49,801	--	6,342,704	99.7%	Not verified	—
Elect Director: Mario Harik	102,950,132	157,900	48,605	--	6,342,704	99.8%	Not verified	—
Elect Director: Michael Jesselson	102,203,817	899,843	52,977	--	6,342,704	99.1%	Not verified	—
Elect Director: Allison Landry	101,861,552	1,244,385	50,700	--	6,342,704	99%	Not verified	—
Elect Director: Irene Moshouris	102,052,429	1,053,376	50,832	--	6,342,704	99%	Not verified	—
Elect Director: Johnny C. Taylor, Jr.	102,569,499	536,064	51,074	--	6,342,704	99.4%	Not verified	—
2. Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2024	109,006,625	405,225	87,491	--	0	99.6%	Not verified	—
3. Advisory vote to approve executive compensation	100,287,232	2,755,246	114,159	--	6,342,704	97%	Not verified	—

Source: XPO INC., Form 8-K, filed with the SEC on May 17, 2024 — read the filing on EDGAR.

How asset managers voted at the XPO INC. 2023-2024 meeting

Each item below shows how the 492 asset managers that disclosed a XPO INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of XPO INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Allison Landry

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 101,861,552AGAINST: 1,244,385

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Allison Landry

XPO INC.’s own tally for this item (“Elect Director: Allison Landry”): 101,861,552 for, 1,244,385 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,199,115 for, 90,107 against, 26,122 abstained.

FOR

FOR: 54,199,115AGAINST: 90,107ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Allison Landry” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	770,910	347	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

2. Elect Director: Bella Allaire

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%

FOR: 102,153,179AGAINST: 950,642

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Bella Allaire

XPO INC.’s own tally for this item (“Elect Director: Bella Allaire”): 102,153,179 for, 950,642 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,277,483 for, 11,721 against, 26,122 abstained.

FOR

FOR: 54,277,483AGAINST: 11,721ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Bella Allaire” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	770,910	347	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

3. Elect Director: Brad Jacobs

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 100,370,533AGAINST: 2,739,854

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Brad Jacobs

XPO INC.’s own tally for this item (“Elect Director: Brad Jacobs”): 100,370,533 for, 2,739,854 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,201,538 for, 87,650 against, 26,122 abstained.

FOR

FOR: 54,201,538AGAINST: 87,650ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Brad Jacobs” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	771,054	203	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

4. Elect Director: Irene Moshouris

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 102,052,429AGAINST: 1,053,376

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Irene Moshouris

XPO INC.’s own tally for this item (“Elect Director: Irene Moshouris”): 102,052,429 for, 1,053,376 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 120 asset managers below reported 54,277,449 for, 11,721 against, 26,122 abstained.

FOR

FOR: 54,277,449AGAINST: 11,721ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Irene Moshouris” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	770,910	347	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

5. Elect Director: J. Wes Frye

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%

FOR: 102,852,530AGAINST: 254,306

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: J. Wes Frye

XPO INC.’s own tally for this item (“Elect Director: J. Wes Frye”): 102,852,530 for, 254,306 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,288,986 for, 168 against, 26,122 abstained.

FOR

FOR: 54,288,986AGAINST: 168ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: J. Wes Frye” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	771,089	168	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

6. Elect Director: Jason Aiken

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 102,948,872AGAINST: 156,053

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Jason Aiken

XPO INC.’s own tally for this item (“Elect Director: Jason Aiken”): 102,948,872 for, 156,053 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,288,968 for, 168 against, 26,122 abstained.

FOR

FOR: 54,288,968AGAINST: 168ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Jason Aiken” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	771,089	168	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

7. Elect Director: Johnny C. Taylor, Jr.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 102,569,499AGAINST: 536,064

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Johnny C. Taylor, Jr.

XPO INC.’s own tally for this item (“Elect Director: Johnny C. Taylor, Jr.”): 102,569,499 for, 536,064 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,288,614 for, 505 against, 26,122 abstained.

FOR

FOR: 54,288,614AGAINST: 505ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Johnny C. Taylor, Jr.” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	771,089	168	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

8. Elect Director: Mario Harik

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 102,950,132AGAINST: 157,900

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Mario Harik

XPO INC.’s own tally for this item (“Elect Director: Mario Harik”): 102,950,132 for, 157,900 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 120 asset managers below reported 54,288,620 for, 482 against, 26,122 abstained.

FOR

FOR: 54,288,620AGAINST: 482ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Mario Harik” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	771,089	168	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

9. Elect Director: Michael Jesselson

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%

FOR: 102,203,817AGAINST: 899,843

Details: description as filed, official tally, votes by 120 asset managers

Description as filed by funds: Election of Directors: Michael Jesselson

XPO INC.’s own tally for this item (“Elect Director: Michael Jesselson”): 102,203,817 for, 899,843 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 120 asset managers below reported 54,272,581 for, 16,503 against, 26,122 abstained.

FOR

FOR: 54,272,581AGAINST: 16,503ABSTAIN: 26,122

Largest asset managers voting on “Election of Directors: Michael Jesselson” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	770,990	267	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	310,678	13,504	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.

10. 3. Advisory vote to approve executive compensation

Outcome not verified Fund totals may overlapCOMPENSATIONReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 100,287,232AGAINST: 2,755,246

Details: description as filed, official tally, votes by 488 asset managers

Description as filed by funds: Advisory vote to approve executive compensation.

XPO INC.’s own tally for this item (“3. Advisory vote to approve executive compensation”): 100,287,232 for, 2,755,246 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Fund voting reports: 117 asset managers voting on “Advisory vote to approve executive compensation.” at XPO INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	12,257,352	0	For
Capital Group	7,989,541	0	For
AMCAP FUND	6,132,957	0	For
Fidelity	5,998,351	0	For
BlackRock	5,799,793	0	For
MFS	1,649,079	0	For
Invesco	1,422,487	0	For
Columbia Threadneedle	1,195,825	0	For
Legg Mason	1,139,131	0	For
Dimensional	981,378	0	For
Charles Schwab	903,506	0	For
State Street	771,257	0	For
Federated Hermes	664,211	0	For
American Century	622,245	0	For
T. Rowe Price	551,665	0	For
Brighthouse	387,277	25,922	Mixed
NEW ECONOMY FUND	377,949	0	For
Manager Directed Portfolios	375,466	0	For
Jackson National	335,951	0	For
MassMutual	331,591	0	For
Bridge Builder Trust	324,182	0	For
HENNESSY FUNDS TRUST	315,000	0	For
TIAA	289,135	0	For
Equitable	283,808	0	For
Lord Abbett	240,213	0	For

Fund voting reports, all 117 managers: 54,288,132 for, 860 against, 26,122 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 403 asset managers voting on “Advisory vote to approve executive compensation.” at XPO INC., 2023-2024
Asset manager	For	Against	Vote
MFN Partners Management, LP	11,568,366	0	For
Capital Research Global Investors	10,196,403	0	For
Fidelity	7,132,141	0	For
Capital Group	4,496,527	0	For
Cercano Management LLC	4,072,919	0	For
BlackRock	3,699,110	783	For
Orbis Allan Gray Ltd	3,451,096	0	For
State Street	3,142,046	0	For
Clearbridge Investments, LLC	2,211,057	0	For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/	2,201,088	0	For
GEODE CAPITAL MANAGEMENT, LLC	1,866,333	0	For
Invesco	1,623,500	0	For
FRONTIER CAPITAL MANAGEMENT CO LLC	1,505,316	9,643	For
Charles Schwab	910,640	0	For
Northern Trust	892,315	81	For
Federated Hermes	885,981	0	For
MELLON INVESTMENTS Corp	862,567	0	For
T. Rowe Price	792,619	0	For
AustralianSuper Pty Ltd	780,361	0	For
Hood River Capital Management LLC	712,999	0	For
American Century	592,046	0	For
AllianceBernstein	557,647	0	For
PRIMECAP MANAGEMENT CO/CA/	553,100	0	For
PRINCIPAL GLOBAL INVESTORS	496,197	0	For
JPMorgan	481,401	0	For

Institutional-manager reports, all 403 managers: 74,226,441 for, 1,032,712 against, 1,400 not voted, 182,453 1 year, 25 unknown. Showing the 25 largest; see all in the interactive database.

11. Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation.

No official match Fund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 5 wordings of this item as funds reported it.

90% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR

Details: votes by 463 asset managers

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 114 asset managers voting on “Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation.” at XPO INC., 2023-2024
Asset manager	Abstain	Vote
Vanguard	0	--
Capital Group	0	--
AMCAP FUND	0	--
Fidelity	0	--
BlackRock	0	--
MFS	0	--
Invesco	0	--
Columbia Threadneedle	0	--
Legg Mason	0	--
Dimensional	0	--
Charles Schwab	0	--
State Street	0	--
Federated Hermes	0	--
American Century	0	--
T. Rowe Price	0	--
Brighthouse	25,922	Abstain
NEW ECONOMY FUND	0	--
Manager Directed Portfolios	0	--
Jackson National	0	--
MassMutual	0	--
Bridge Builder Trust	0	--
HENNESSY FUNDS TRUST	0	--
TIAA	0	--
Equitable	0	--
Lord Abbett	0	--

Fund voting reports, all 114 managers: 2,843 for, 25,922 abstained, 53,144,049 1 year, 1,087,316 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 376 asset managers voting on “Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation.” at XPO INC., 2023-2024
Asset manager	For	Vote
MFN Partners Management, LP	0	--
Capital Research Global Investors	0	--
Fidelity	0	--
Capital Group	0	--
Cercano Management LLC	0	--
BlackRock	0	--
Orbis Allan Gray Ltd	0	--
State Street	0	--
Clearbridge Investments, LLC	0	--
MASSACHUSETTS FINANCIAL SERVICES CO /MA/	0	--
GEODE CAPITAL MANAGEMENT, LLC	0	--
Invesco	0	--
FRONTIER CAPITAL MANAGEMENT CO LLC	0	--
Charles Schwab	0	Not Voted
Northern Trust	0	--
Federated Hermes	0	--
MELLON INVESTMENTS Corp	0	--
T. Rowe Price	0	--
AustralianSuper Pty Ltd	0	--
Hood River Capital Management LLC	712,999	For
American Century	0	--
AllianceBernstein	0	--
PRIMECAP MANAGEMENT CO/CA/	0	--
PRINCIPAL GLOBAL INVESTORS	0	--
Channing Capital Management, LLC	0	--

Institutional-manager reports, all 376 managers: 931,366 for, 102,100 against, 5,625 abstained, 1,400 not voted, 73,431,225 1 year, 323,635 3 year, 222,873 unknown, 100 2 year. Showing the 25 largest; see all in the interactive database.

12. 2. Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 109,006,625AGAINST: 405,225

Details: description as filed, official tally, votes by 121 asset managers

Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF KPMG AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2024.

XPO INC.’s own tally for this item (“2. Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2024”): 109,006,625 for, 405,225 against, per its Form 8-K filed May 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 121 asset managers below reported 54,288,644 for, 969 against, 26,122 abstained, 545 1 year.

FOR

FOR: 54,288,644AGAINST: 969ABSTAIN: 26,1221 YEAR: 545

Largest asset managers voting on “RATIFICATION OF THE APPOINTMENT OF KPMG AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2” at XPO INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,257,352	0	0	For
Capital Group	7,989,541	0	0	For
AMCAP FUND	6,132,957	0	0	For
Fidelity	5,998,351	0	0	For
BlackRock	5,799,793	0	0	For
MFS	1,649,079	0	0	For
Invesco	1,422,487	0	0	For
Columbia Threadneedle	1,195,825	0	0	For
Legg Mason	1,139,131	0	0	For
Dimensional	981,378	0	0	For
Charles Schwab	903,506	0	0	For
State Street	771,157	100	0	For
Federated Hermes	664,211	0	0	For
American Century	622,245	0	0	For
T. Rowe Price	551,665	0	0	For
Brighthouse	387,277	0	25,922	Mixed
NEW ECONOMY FUND	377,949	0	0	For
Manager Directed Portfolios	375,466	0	0	For
Jackson National	335,951	0	0	For
MassMutual	331,591	0	0	For
Bridge Builder Trust	324,182	0	0	For
HENNESSY FUNDS TRUST	315,000	0	0	For
TIAA	289,135	0	0	For
Equitable	283,808	0	0	For
Lord Abbett	240,213	0	0	For

Showing the 25 largest of 121 asset managers. See all 121 in the interactive database.

Largest XPO INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 116,000,000 shares outstanding at the time of that meeting.

Fund voting reports: top XPO INC. shareholders by shares voted on “Advisory vote to approve executive compensation.”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	10.57%
2	Capital Group	6.89%
3	AMCAP FUND	5.29%
4	Fidelity	5.17%
5	BlackRock	5.00%
6	MFS	1.42%
7	Invesco	1.23%
8	Columbia Threadneedle	1.03%
9	Legg Mason	0.98%
10	Dimensional	0.85%

Institutional-manager reports: top XPO INC. shareholders by shares voted on “Advisory vote to approve executive compensation.”, 2023-2024
#	Asset manager	% of shares outstanding
1	MFN Partners Management, LP	9.97%
2	Capital Research Global Investors	8.79%
3	Fidelity	6.15%
4	Capital Group	3.88%
5	Cercano Management LLC	3.51%
6	BlackRock	3.19%
7	Orbis Allan Gray Ltd	2.98%
8	State Street	2.71%
9	Clearbridge Investments, LLC	1.91%
10	MASSACHUSETTS FINANCIAL SERVICES CO /MA/	1.90%

Reported XPO INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

XPO INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
MFN Partners, LP	10.93%	DEF14A
BlackRock	10.02%	13F
Vanguard Group	9.21%	13F
Capital Research Global Investors	8.01%	DEF14A
FMR LLC	6.67%	DEF14A
State Street	2.96%	13F
FMR (Fidelity)	1.80%	13F
Geode Capital	1.63%	13F
Invesco	1.58%	13F
Brad Jacobs+	1.48%	DEF14A

Percentages above are of 116,000,000 shares outstanding, as reported by XPO INC. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from XPO INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on November 6, 2026; a live search always shows the current data.

At XPO INC.'s shareholder meeting held May 16, 2024, in the 2023-2024 proxy season, 492 asset managers reported how they voted in their SEC Form N-PX filings, covering 6,916 separate fund positions. Their filings are grouped here into 12 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory vote to approve executive compensation. — FOR was 97% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: XPO INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 17, 2024.

XPO INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.

XPO INC. 2023-2024 Proxy Voting Records

Results at a glance

Material dissent

Official 2023-2024 meeting results reported by XPO INC.

How asset managers voted at the XPO INC. 2023-2024 meeting

1. Elect Director: Allison Landry

2. Elect Director: Bella Allaire

3. Elect Director: Brad Jacobs

4. Elect Director: Irene Moshouris

5. Elect Director: J. Wes Frye

6. Elect Director: Jason Aiken

7. Elect Director: Johnny C. Taylor, Jr.

8. Elect Director: Mario Harik

9. Elect Director: Michael Jesselson

10. 3. Advisory vote to approve executive compensation

11. Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation.

12. 2. Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for…

Largest XPO INC. shareholders voting in 2023-2024

Reported XPO INC. holdings and ownership

Related

About this page