XPO (XPO) executive compensation, 2026 proxy

Mario Harik, Chief Executive Officer, was paid $12M in 2025, down 15% from $14M the year before. The CEO-to-median-employee pay ratio was 185:1, on median employee pay of $64,732.

Filed
April 7, 2026
Annual meeting
May 19, 2026
Pay year
2025
Named executives
5
CEO total pay
$12M-15% vs prior year
CEO to median employee
185:1median $64,732
CEO pay in equity
82%$9.9M in awards
Prior say-on-pay support
99%of votes cast
CEO Stock Awards
$9,876,760Granted in fiscal 2025
Executive Chairman Total Pay
$23,617,002Includes accelerated award vesting
Median Employee Pay
$64,732Global employee population
Say-on-Pay Support
99%At the 2025 annual meeting

How Harik was paid

$12M in total for 2025, as reported in the Summary Compensation Table. Equity awards are valued at grant, not at what they turned out to be worth.

Salary7%Stock awards82%Non-equity incentive10%All other compensation0%

Named executive officers

ExecutiveTotal
Brad JacobsExecutive Chairman$23,617,002
Mario HarikChief Executive Officer$12,001,545
Kyle WismansChief Financial Officer$4,053,929
David BatesChief Operating Officer$6,572,767
Wendy CassityChief Legal Officer$2,014,913

What changed and why

  • $12MCEO Mario Harik received total compensation of $12,001,545 for fiscal year 2025.
  • Executive Chairman Brad Jacobs had accelerated vesting on RSUs and PSUs due to his transition to special advisor.
  • 99%The say-on-pay proposal at the 2025 annual meeting received 99% support from stockholders.
  • $1.27BAdjusted EBITDA of $1.27 billion was selected as the most important measure linking pay to performance.

About this page

Figures are automated and can be wrong; check the filing for the exact numbers. Totals follow SEC rules, which value stock and option awards at grant. Read the DEF 14A proxy statement for footnotes and the compensation committee's full reasoning.