# RXO, Inc. (RXO)

Informational only - not investment advice.

CIK: 0001929561
SIC: 4700 Transportation Services
SIC breadcrumb: [Transportation, Communications, Electric, Gas, And Sanitary Services](/division/E/) > [SIC Major Group 47](/major-group/47/) > [SIC 4700 Transportation Services](/industry/4700/)
Latest 10-K filed: 2026-02-09
SEC page: https://www.sec.gov/edgar/browse/?CIK=1929561
Filing source: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000013/rxo-20251231.htm

## At a glance

FY2025 · period end 2025-12-31 · filed 2026-02-09 · accession 0001929561-26-000013 · source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001929561.json

| Metric | Value | FY | Provenance |
| --- | ---: | ---: | --- |
| Revenue | 5,742,000,000 USD | 2025 | verified |
| Net income | -100,000,000 USD | 2025 | verified |
| Assets | 3,277,000,000 USD | 2025 | verified |
| Free cash flow | -8,000,000 USD | 2025 | computed |
| Net margin | -1.74% | 2025 | computed |
| Operating margin | -1.38% | 2025 | computed |
| Revenue YoY | +26.20% | 2025 | computed |
| ROE | -6.49% | 2025 | computed |

Computed values are grepcent-computed from the verified facts above and may differ from ratios the company itself reports. Free cash flow = operating cash flow − capital expenditures. Net margin = net income ÷ revenue. Operating margin = operating income ÷ revenue. Revenue YoY = FY2025 revenue ÷ FY2024 revenue − 1 (consecutive fiscal years only). ROE = net income ÷ period-end stockholders' equity.

No market price, no rating, no forecast on this site. Not investment advice.

### Peer percentile fingerprint

| Ratio | RXO | Peer median | Percentile | N |
| --- | ---: | ---: | ---: | ---: |
| Net margin | -1.7% | 4.1% | 12 | 9 |
| Operating margin | -1.4% | 7.0% | 0 | 8 |
| Revenue growth | 26.2% | 12.2% | 100 | 9 |
| FCF margin | -0.1% | 6.2% | 0 | 8 |
| ROE | -6.5% | 9.5% | 14 | 8 |
| ROA | -3.1% | 2.1% | 11 | 10 |
| Liabilities / equity | 1.13 | 3.26 | 14 | 8 |
| Current ratio | 1.27 | 1.12 | 75 | 9 |

Percentile = share of the N covered peers reporting that ratio whose value is lower (ties counted half); computed among grepcent-covered companies in SIC industry 4700 Transportation Services, not the whole market. A higher percentile means a higher value of the ratio, not a better company. Ratios with fewer than 8 reporting peers are omitted. Latest reported values per company; fiscal periods may differ. Descriptive arithmetic - not a score, rating, or ranking.

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 5742000000 | USD | 2025 | 2026-02-09 |
| Net income | -100000000 | USD | 2025 | 2026-02-09 |
| Assets | 3277000000 | USD | 2025 | 2026-02-09 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-09. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001929561.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue |  | 3,357,000,000 | 4,689,000,000 | 4,796,000,000 | 3,927,000,000 | 4,550,000,000 | 5,742,000,000 |
| Net income |  | 43,000,000 | 150,000,000 | 92,000,000 | 4,000,000 | -290,000,000 | -100,000,000 |
| Operating income |  | 60,000,000 | 192,000,000 | 123,000,000 | 39,000,000 | -56,000,000 | -79,000,000 |
| Diluted EPS |  | 0.37 | 1.30 | 0.79 | 0.03 | -2.17 | -0.59 |
| Operating cash flow |  | 25,000,000 | 155,000,000 | 310,000,000 | 89,000,000 | -12,000,000 | 51,000,000 |
| Capital expenditures |  | 47,000,000 | 39,000,000 | 57,000,000 | 64,000,000 | 45,000,000 | 59,000,000 |
| Share buybacks |  |  | 0.00 | 0.00 | 2,000,000 | 0.00 | 0.00 |
| Assets |  |  | 2,068,000,000 | 2,031,000,000 | 1,825,000,000 | 3,414,000,000 | 3,277,000,000 |
| Stockholders' equity | 979,000,000 | 1,068,000,000 | 1,070,000,000 | 587,000,000 | 594,000,000 | 1,612,000,000 | 1,541,000,000 |
| Cash and cash equivalents |  |  | 29,000,000 | 98,000,000 | 5,000,000 | 35,000,000 | 17,000,000 |
| Free cash flow |  | -22,000,000 | 116,000,000 | 253,000,000 | 25,000,000 | -57,000,000 | -8,000,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin |  | 1.28% | 3.20% | 1.92% | 0.10% | -6.37% | -1.74% |
| Operating margin |  | 1.79% | 4.09% | 2.56% | 0.99% | -1.23% | -1.38% |
| Return on equity |  | 4.03% | 14.02% | 15.67% | 0.67% | -17.99% | -6.49% |
| Return on assets |  |  | 7.25% | 4.53% | 0.22% | -8.49% | -3.05% |
| Liabilities / equity |  |  | 0.93 | 2.46 | 2.07 | 1.12 | 1.13 |
| Current ratio |  |  | 1.33 | 1.25 | 1.17 | 1.26 | 1.27 |

## As-reported value updates

No tracked differences above grepcent's stated thresholds and capped precision rule were found between the earliest XBRL-filed value and the value currently on file for the standardized annual metrics grepcent tracks.


## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-08-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001929561.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q3 | 2022-09-30 |  |  | 0.11 | reported discrete quarter |
| 2023-Q1 | 2023-03-31 |  |  | 0.00 | reported discrete quarter |
| 2023-Q2 | 2023-06-30 |  |  | 0.03 | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 976,000,000 | -1,000,000 | -0.01 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 978,000,000 | 2,000,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2024-03-31 | 913,000,000 | -15,000,000 | -0.13 | reported discrete quarter |
| 2024-Q2 | 2024-06-30 | 930,000,000 | -7,000,000 | -0.06 | reported discrete quarter |
| 2024-Q3 | 2024-09-30 | 1,040,000,000 | -243,000,000 | -1.81 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 1,667,000,000 | -25,000,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2025-03-31 | 1,433,000,000 | -31,000,000 | -0.18 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 1,419,000,000 | -9,000,000 | -0.05 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 1,421,000,000 | -14,000,000 | -0.08 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 1,469,000,000 | -46,000,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-03-31 | 1,425,000,000 | -36,000,000 | -0.21 | reported discrete quarter |
| 2026-Q2 | 2026-06-30 | 1,774,000,000 | -9,000,000 | -0.05 | reported discrete quarter |

## Filed narrative (10-K & 10-Q)

## Business

Verbatim Item 1 Business section from RXO's latest 10-K: [/company/RXO/business/](/company/RXO/business/).

## Risk Factors

Verbatim Item 1A Risk Factors from RXO's latest 10-K: [/company/RXO/risk-factors/](/company/RXO/risk-factors/).

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000036/rxo-20260630.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Published MD&A gate trimmed front/tail over-capture.
Confidence: high
Filing date: 2026-08-06
Report date: 2026-06-30

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Statement Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q and other written reports and oral statements we make from time to time contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause or contribute to a material difference include those discussed below and the risks discussed in the Company’s other filings with the Securities and Exchange Commission (the “SEC”). All forward-looking statements set forth in this Quarterly Report are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequence to or effects on the Company or its business or operations. The following discussion should be read in conjunction with the Company’s unaudited condensed consolidated financial statements and related notes thereto included elsewhere in this Quarterly Report, and with the audited consolidated financial statements and related notes thereto included in the 2025 Annual Report on Form 10-K. Forward-looking statements set forth in this Quarterly Report speak only as of the date hereof, and we do not undertake any obligation to update forward-looking statements to reflect subsequent events or circumstances, changes in expectations or the occurrence of unanticipated events, except to the extent required by law.

Business Overview

RXO, Inc. (“RXO”, the “Company” or “we”) is a brokered transportation platform defined by cutting-edge technology and an asset-light business model. The largest component is our core truck brokerage business. Our operations also include asset-light managed transportation and last mile services, which complement our truck brokerage business.

Our truck brokerage business has a history of generating robust free cash flow conversion and a high return on invested capital. Shippers create demand for our service, and we place their freight with qualified independent carriers using our technology. We price our service on either a contract or a spot basis.

Notable factors that enable volume growth in our business include our ability to access massive truckload capacity for shippers through our carrier relationships; our proprietary, cutting-edge technology; our strong management expertise; and favorable long-term industry tailwinds.

We provide our customers with highly efficient access to capacity through our digital brokerage technology. This proprietary platform is a major differentiator for our truck brokerage business, and together with our pricing technology, we believe it can unlock incremental profitable growth. Our complementary services for managed transportation and last mile also utilize our digital brokerage technology.

16

Table of Contents

Our managed transportation service provides asset-light solutions for shippers who outsource their freight transportation to gain reliability, visibility and cost savings. The service uses proprietary technology to enhance our revenue synergy, with cross-selling to truck brokerage and last mile. Our managed transportation offering includes bespoke load planning and procurement, complex solutions tailored to specific challenges, performance monitoring, engineering and data analytics, among other services. Our control tower solution leverages the expertise of a dedicated team focused on continuous improvement, and digital, door-to-door visibility into order status and freight in transit. In addition, we offer technology-enabled managed expedite services that automate transportation procurement for time-critical freight moved by road and air charter carriers. We also offer freight forwarding services, including facilitation of ocean and air transportation, customs brokerage and additional domestic services including middle mile.

Our last mile offering is an asset-light service that facilitates consumer deliveries performed by highly qualified third-party contractors. We are the largest provider of outsourced last mile transportation for heavy goods in the United States, positioned within reach of the vast majority of the U.S. population and serving a customer base of omnichannel and e-commerce retailers and direct-to-consumer manufacturers.

Impact of Inflation

Economic inflation can have a negative impact on our operating costs, and any economic recession could depress activity levels and adversely affect our results of operations. A prolonged period of inflation could cause interest rates, fuel, wages and other costs to increase, which would adversely affect our results of operations unless our pricing to our customers correspondingly increases. Generally, inflationary increases in labor and operating costs related to our operations have historically been offset through price increases. However, the pricing environment generally becomes more competitive during economic downturns, which may, as it has in the past, affect our ability to obtain price increases from customers both during and following such periods.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the rules of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These financial statements have been prepared on a basis that is substantially consistent with the accounting principles applied in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). The accompanying unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the 2025 Form 10-K.

The Company’s condensed consolidated financial statements include the accounts of RXO, Inc. and its majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated. In management’s opinion, the condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature and are necessary for a fair presentation of financial condition, results of operations and cash flows for the interim periods presented. Operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. Refer to Note 2—Basis of Presentation and Significant Accounting Policies for additional details regarding the basis of presentation used for the Company’s condensed consolidated financial statements.

Cost of transportation and services (exclusive of depreciation and amortization) primarily includes the cost of providing or procuring freight transportation for RXO customers.

Direct operating expenses (exclusive of depreciation and amortization) includes both fixed and variable expenses and consists mainly of personnel costs; facility and equipment expenses, such as rent, utilities, equipment maintenance and repair; costs of materials and supplies; information technology expenses; and gains and losses on sales of property and equipment.

17

Table of Contents

Sales, general and administrative expense (“SG&A”) primarily consists of salaries and commissions for the sales function; salary and benefit costs for executive and certain administration functions; third-party professional fees; facility costs; bad debt expense; and legal costs.

RXO has one reportable segment.

Results of Operations

[[GREPCENT_TABLE]]
[["","","Three Months Ended June 30,","","Percentage of Revenue"],["(In millions)","","2026","","2025","","2026","","2025"],["Revenue","","$","1,774","","","$","1,419","","","100.0","%","","100.0","%"],["Cost of transportation and services (exclusive of depreciation and amortization)","","1,472","","","1,118","","","83.0","%","","78.8","%"],["Direct operating expense (exclusive of depreciation and amortization)","","53","","","47","","","3.0","%","","3.3","%"],["Sales, general and administrative expense","","211","","","214","","","11.9","%","","15.1","%"],["Depreciation and amortization expense","","26","","","30","","","1.5","%","","2.1","%"],["Transaction and integration costs","","4","","","7","","","0.2","%","","0.5","%"],["Restructuring costs","","7","","","3","","","0.4","%","","0.2","%"],["Operating income (loss)","","$","1","","","$","\u2014","","","0.1","%","","\u2014","%"],["Other expense","","\u2014","","","2","","","\u2014","%","","0.1","%"],["Interest expense, net","","9","","","8","","","0.5","%","","0.6","%"],["Loss before income taxes","","$","(8)","","","$","(10)","","","(0.5)","%","","(0.7)","%"],["Income tax provision (benefit)","","1","","","(1)","","","0.1","%","","(0.1)","%"],["Net loss","","$","(9)","","","$","(9)","","","(0.5)","%","","(0.6)","%"]]
[[/GREPCENT_TABLE]]

Three Months Ended June 30, 2026 Compared with Three Months Ended June 30, 2025

Revenue increased by $355 million, or 25.0%, to $1.8 billion in the second quarter of 2026, compared with $1.4 billion for the same quarter in 2025. The year-over-year increase in the second quarter of 2026 was driven by a $324 million increase in truck brokerage revenue, primarily as a result of a 44% increase in revenue per load driven by increases in freight rates and fuel prices. Truck brokerage load volume increased 2% year-over-year, excluding the impact in both periods of the business transitioned from truck brokerage to managed transportation; volume growth was driven by an increase in accretive spot volume. The increase in revenue was also driven by a $29 million increase in last mile revenue as a result of a 6% increase in rates and a 3% increase in volume.

Cost of transportation and services (exclusive of depreciation and amortization) in the second quarter of 2026 was $1.5 billion, or 83.0% of revenue, compared with $1.1 billion, or 78.8% of revenue in the same quarter in 2025. The year-over-year increase as a percentage of revenue during the second quarter of 2026 was driven primarily by a 3.8 percentage point increase in truck brokerage cost of transportation and services as a percentage of revenue as the market remained tight in the second quarter of 2026, with capacity continuing to exit, driven primarily by regulatory changes and enforcement, which caused buy rates to increase faste

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A (excerpt)

Latest 10-K Item 7 source: https://www.sec.gov/Archives/edgar/data/1929561/000192956126000013/rxo-20251231.htm
Complete FY 2025 MD&A: /company/RXO/mda/fy2025/

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture.
Confidence: high
Filing date: 2026-02-09
Report date: 2025-12-31

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this Annual Report. This Annual Report contains certain forward-looking statements that are intended to be covered by the safe harbors created by the Private Securities Litigation Reform Act of 1995. Please see “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” for a discussion of the uncertainties, risks and assumptions associated with these statements.

This section of this Annual Report generally discusses 2025 and 2024 items and year-to-year comparisons between 2025 and 2024. Discussions of 2023 items and year-to-year comparisons between 2024 and 2023 are not included in this Annual Report and can be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024.

Overview

RXO, Inc. is a brokered transportation platform defined by cutting-edge technology and an asset-light business model. The largest component is our core truck brokerage business. Our operations also include asset-light managed transportation and last mile services, which complement our truck brokerage business.

Our truck brokerage business has a history of generating robust free cash flow conversion and a high return on invested capital. Shippers create demand for our service, and we place their freight with qualified independent carriers using our technology. We price our service on either a contract or a spot basis.

Notable factors that enable volume growth in our business include our ability to access massive truckload capacity for shippers through our carrier relationships; our proprietary, cutting-edge technology; our strong management expertise; and favorable long-term industry tailwinds.

We provide our customers with highly efficient access to capacity through our digital brokerage technology. This proprietary platform is a major differentiator for our truck brokerage business, and together with our pricing technology, we believe it can unlock incremental profitable growth. Our complementary services for managed transportation and last mile also utilize our digital brokerage technology.

Our managed transportation service provides asset-light solutions for shippers who outsource their freight transportation to gain reliability, visibility and cost savings. The service uses proprietary technology to enhance our revenue synergy, with cross-selling to truck brokerage and last mile. Our managed transportation offering includes bespoke load planning and procurement, complex solutions tailored to specific challenges, performance monitoring, engineering and data analytics, among other services. Our control tower solution leverages the expertise of a dedicated team focused on continuous improvement, and digital, door-to-door visibility into order status and freight in transit. In addition, we offer technology-enabled managed expedite services that automate transportation procurement for time-critical freight moved by road and air charter carriers. We also offer freight forwarding services, including facilitation of ocean and air transportation, customs brokerage and additional domestic services including middle mile.

Our last mile offering is an asset-light service that facilitates consumer deliveries performed by highly qualified third-party contractors. We are the largest provider of outsourced last mile transportation for heavy goods in the U.S., positioned within 125 miles of the vast majority of the U.S. population and serving a customer base of omnichannel and e-commerce retailers and direct-to-consumer manufacturers.

26

Table of Contents

The Coyote Acquisition

On September 16, 2024, the Company acquired Coyote from UPS and certain subsidiaries of UPS. We acquired Coyote for $1.038 billion in cash, subject to certain additional customary adjustments. The purchase price was subsequently increased by $10 million for working capital and other post-closing adjustments, which was paid in the first quarter of 2025. Refer to Note 3 — Acquisition to the consolidated financial statements in this Annual Report on Form 10-K for disclosures regarding the Company’s acquisition of Coyote.

Notable External Conditions

As a leading provider of freight transportation services, our business can be impacted to varying degrees by factors beyond our control. The impact of macroeconomic conditions, including but not limited to, prolonged inflation, higher interest rates and capital costs, exchange rate volatility, increased shipping costs, labor disputes, reduced discretionary consuming spending, increased tariffs and international conflicts, could negatively impact our financial results. We continue to monitor the evolving macroeconomic environment and the impact to our business. For further discussion of potential impacts of these macroeconomic effects on our business, refer to Item 1A — Risk Factors.

Impact of Inflation

Economic inflation can have a negative impact on our operating costs, and any economic recession could depress activity levels and adversely affect our results of operations. A prolonged period of inflation could cause interest rates, fuel, wages and other costs to increase, which would adversely affect our results of operations unless our pricing to our customers correspondingly increases. Generally, inflationary increases in labor and operating costs related to our operations have historically been offset through price increases. However, the pricing environment generally becomes more competitive during economic downturns, which may, as it has in the past, affect our ability to obtain price increases from customers both during and following such periods.

Basis of Presentation

Cost of transportation and services (exclusive of depreciation and amortization) primarily includes the cost of providing or procuring freight transportation for RXO customers.

Direct operating expenses (exclusive of depreciation and amortization) includes both fixed and variable expenses and consists mainly of personnel costs; facility and equipment expenses, such as rent, utilities, equipment maintenance and repair; costs of materials and supplies; information technology expenses; and gains and losses on sales of property and equipment.

Sales, general and administrative expense (“SG&A”) primarily consists of salaries and commissions for the sales function; salary and benefit costs for executive and certain administration functions; third-party professional fees; facility costs; bad debt expense; and legal costs.

The Company’s consolidated financial statements include the accounts of RXO, Inc. and its majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated.

RXO has one reportable segment.

27

Table of Contents

Results of Operations

[[GREPCENT_TABLE]]
[["","","Years Ended December 31,","","Percent of Revenue"],["(Dollars in millions)","","2025","","2024","","2023","","2025","","2024","","2023"],["Revenue","","$","5,742","","","$","4,550","","","$","3,927","","","100.0","%","","100.0","%","","100.0","%"],["Cost of transportation and services (exclusive of depreciation and amortization)","","4,611","","","3,565","","","2,967","","","80.3","%","","78.4","%","","75.6","%"],["Direct operating expense (exclusive of depreciation and amortization)","","190","","","202","","","235","","","3.3","%","","4.4","%","","6.0","%"],["Sales, general and administrative expense","","832","","","666","","","591","","","14.5","%","","14.6","%","","15.0","%"],["Depreciation and amortization expense","","116","","","87","","","67","","","2.0","%","","1.9","%","","1.7","%"],["Transaction and integration costs","","22","","","53","","","12","","","0.4","%","","1.2","%","","0.3","%"],["Restructuring costs","","38","","","33","","","16","","","0.7","%","","0.7","%","","0.4","%"],["Goodwill impairment","","12","","","\u2014","","","\u2014","","","0.2","%","","\u2014","%","","\u2014","%"],["Operating income (loss)","","(79)","","","(56)","","","39","","","(1.4)","%","","(1.2)","%","","1.0","%"],["Other expense","","1","","","218","","","3","","","\u2014","%","","4.8","%","","0.1","%"],["Interest expense, net","","35","","","30","","","32","","","0.6","%","","0.7","%","","0.8","%"],["Income (loss) before income taxes","","(115)","","","(304)","","","4","","","(2.0)","%","","(6.7)","%","","0.1","%"],["Income tax provision (benefit)","","(15)","","","(14)","","","\u2014","","","(0.3)","%","","(0.3)","%","","\u2014","%"],["Net income (loss)","","$","(100)","","","$","(290)","","","$","4","","","(1.7)","%","","(6.4)","%","","0.1","%"]]
[[/GREPCENT_TABLE]]

Year Ended December 31, 2025 Compared with Year Ended December 31, 2024

Revenue increased by 26.2% to $5.7 billion in 2025, compared with $4.6 billion in 2024. The year-over-year increase in revenue in 2025 was driven by (i) a $1.2 billion increase in truck brokerage revenue, primarily as a result of the Coyote acquisition and (ii) a $141 million increase in last mile revenue, primarily as a result of a 13% increase in volume. This was partially offset by a $51 million decrease in revenue in our managed transportation business, driven primarily by a decrease in automotive expedite volume.

Cost of transportation and services (exclusive of depreciation and amortization) in 2025 was $4.6 billion, or 80.3% of revenue, compared with $3.6 billion, or 78.4% of revenue in 2024. The $1.0 billion increase is primarily attributable to a full year of Coyote activity in 2025. The year-over-year increase as a percentage of revenue during 2025 was driven primarily by (i) a 0.5 percentage point increase in truck brokerage cost of transportation and services as a percentage of revenue as the market tightened during 2025, with capacity rapidly exiting in certain regions driven primarily by regulatory changes and enforcement, which caused buy rates to increase faster than our contractual sell rates and (ii) a 2.7 percentage point increase in last mile cost of transportation and services as a percentage of revenue as a result of freight mix changes.

Direct operating expense (exclusive of depreciation and amortization) of $190 million in 2025 decreased $12 million, or 5.9%, from $202 million in 2024. As a percentage of revenue, direct operating expense (exclusive of depreciation and amortization) decreased to 3.3% in 2025 compared to 4.4% in 2024 driven primarily by cost reduction initiatives and improved leverage as a result of increased scale due to the Coyote acquisition.

SG&A of $832 million in 2025 increased $166 million, or 24.9%, from $666 million in 2024, primarily attributable to a full year of Coyote activity in 2025. As a percentage of revenue, SG&A decreased to 14.5% in 2025 compared with 14.6% in 2024 driven primarily by improved leverage as a result of increased scale due to the Coyote acquisition, as well as cost savings from restructuring actions.

Depreciation and amortization expense in 2025 was $116 million, compared with $87 million in 2024. Depreciation and amortization expense for 2025 included an increase of $28 million attributable to a full year of Coyote activity in 2025.

28

Table of Contents

Transaction and integration costs in 2025 were $22 million, compared with $53 million in 2024. Transaction and integration costs for 2025 and 2024 included $19 million and $49 million, respectively, attributable to the Coyote acquisition.

Restructuring costs in 2025 and 2024 were $38 million and $33 million, respectively, and primarily comprised severance costs and operating lease impairments.

Goodwill impairment in 2025 was $12 million and was driven by the impairment of our ground and air express report

[Excerpt truncated for page length; the complete text is on the linked full-MD&A page.]

Read the full FY 2025 MD&A: /company/RXO/mda/fy2025/
All MD&A years: /company/RXO/mda/


## MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. Each year's full verbatim text is on its own sub-page.

- [FY 2024 MD&A](/company/RXO/mda/fy2024/): filed 2025-02-27; accession 0001929561-25-000044 (https://www.sec.gov/Archives/edgar/data/1929561/000192956125000044/rxo-20241231.htm)
- [FY 2023 MD&A](/company/RXO/mda/fy2023/): filed 2024-02-13; accession 0001929561-24-000032 (https://www.sec.gov/Archives/edgar/data/1929561/000192956124000032/rxo-20231231.htm)
- [FY 2022 MD&A](/company/RXO/mda/fy2022/): filed 2023-02-24; accession 0001929561-23-000032 (https://www.sec.gov/Archives/edgar/data/1929561/000192956123000032/rxo-20221231.htm)




## Macro cross-references

Indicators mapped to this company's SIC classification (industry 4700 Transportation Services) by grepcent's deterministic macro-sector crosswalk. A navigational mapping, not a statistical or causal claim.

- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance

Macro-to-micro threads including this sector: [Money & trade](/thread/money-trade/), [Trade & external](/thread/trade-external/).

All macro indicators: /indicators/


## For LLMs & downloads

Markdown twin: /company/RXO.md · JSON record: /company/RXO.json · verified financials: /company/RXO/financials.json / /company/RXO/financials.csv · machine TOC for the whole site: /llms.txt