0001852244-25-000007 | 10-K | XBRL Viewer

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Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Fair Value Measurements and Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of Debt Fair Values

The fair value of debt was as follows:


		December 31, 2024				December 31, 2023
(In millions)	Level	Fair Value		Carrying Value		Fair Value		Carrying Value
Unsecured notes due 2026	2	$	380	$	399	$	362	$	398
Unsecured notes due 2029	2	617		593		—		—
Unsecured notes due 2031	2	336		397		326		397
Unsecured notes due 2034	2	514		490		—		—
Three-Year Term Loan due 2025	2	49		50		231		235
Five-Year Term Loan due 2027	2	394		399		493		499

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The notional amount and fair value of derivative instruments were as follows:


	December 31,
	2024				2023
(In millions)	Notional Amount		Fair Value		Notional Amount		Fair Value		Balance Sheet Location
Derivatives designated as net investment hedges:
Cross-currency swap agreements	$	270	$	12	$	—	$	—	Other current assets
Cross-currency swap agreements	1,177		48		487		3		Other long-term assets
Cross-currency swap agreements	98		7		165		7		Other current liabilities
Cross-currency swap agreements	325		2		883		49		Other long-term liabilities

Derivatives designated as cash flow hedge:
Interest rate swaps	$	—	$	—	$	125	$	2	Other current assets
Interest rate swaps	125		3		125		3		Other long-term assets

Derivatives not designated as hedges
Foreign currency option contracts	$	300	$	13	$	397	$	8	Other current assets
Foreign currency option contracts	26		—		—		—		Other current liabilities
Foreign currency forward contracts	—		—		1		—		Other current assets
Foreign currency forward contracts	125		1		—		—		Other current liabilities

Schedule of Derivative Instruments, Gain (Loss)

The effect of hedges on AOCIL and in the Consolidated Statements of Operations was as follows:


	Year Ended December 31, 2024						Year Ended December 31, 2023
(In millions)	Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives		Gain (Loss) Reclassified from AOCIL into Net Income (1)		Gain (Loss) Recognized in Net Income on Derivatives (Excluded from effectiveness testing) (1)		Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives		Gain (Loss) Reclassified from AOCIL into Net Income (1)		Gain (Loss) Recognized in Net Income on Derivatives (Excluded from effectiveness testing) (1)
Derivatives designated as net investment hedges
Cross-currency swap agreements	$	108	$	4	$	3	$	(66)	$	—	$	3
Derivatives designated as cash flow hedges
Interest rate swaps	$	(1)	$	—	$	—	$	(3)	$	—	$	—

(1) Amounts reclassified to Net income are reported within Interest expense, net in the Consolidated Statements of Operations.

Gains and losses recognized in Other income, net in the Consolidated Statements of Operations for foreign currency options and forward contracts were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022




Foreign currency gain (loss) on foreign currency contracts	$	4	$	(9)	$	17

Segment Information

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment Information

5. Segment Information

The Company is organized geographically into three operating segments: i) Americas and Asia-Pacific, ii) United Kingdom and Ireland, and iii) Continental Europe. The Company’s reporting unit results are regularly provided to the chief operating decision maker (“CODM”). The CODM is our Chief Executive Officer, who assesses the Company’s performance and allocates resources.

The CODM evaluates the Company’s performance and allocates resources primarily based on adjusted earnings before interest, taxes, depreciation and amortization, adjusted for transaction and integration costs, restructuring costs, litigation expense, and unrealized gain/loss on foreign currency contracts and other adjustments (“Adjusted EBITDA”).

For disclosure purposes, we aggregate these three operating segments into one reportable segment due to the similar nature of their operations and economic characteristics.

The Company’s segment results were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Revenue	$	11,709	$	9,778	$	8,993
Direct operating expense	9,853		8,035		7,443
Selling, general and administrative expense (1)	996		931		822
Other income (expense), net (2)	(20)		4		(64)
Segment Adjusted EBITDA	$	880	$	808	$	792
Less:
Corporate expenses (3)	65		67		64
Depreciation expense	307		290		261
Amortization expense	108		71		68
Transaction and integration costs	76		34		61
Restructuring costs and other	27		32		32
Litigation expense	59		—		—
Unrealized (gain) loss on foreign currency contracts and other (4)	(11)		(5)		13
Interest expense, net	103		53		29
Income before income taxes	146		266		264
Income tax expense	(8)		(33)		(64)
Net income	$	138	$	233	$	200

(1) Excludes unallocated corporate expenses.

(2) Other income, net excluding unrealized (gain) loss on foreign currency contracts and other.

(3) Corporate expenses include unallocated costs related to corporate functions such as salaries and benefits, rent, and professional fees which are recorded in Selling, general and administrative expenses in the Consolidated Statements of Operations.

(4) Included in Other income, net in the Consolidated Statements of Operations.

Long-lived assets geographic information

The Company’s long-lived assets for this disclosure is defined as Property and equipment, net of accumulated depreciation, and operating lease assets. The Company’s long-lived assets by geographic region were as follows:


	December 31,
(In millions)	2024		2023
United States	$	1,498	$	1,545
United Kingdom	1,006		772
Europe	939		783
Other (1)	46		54
Total	$	3,489	$	3,154

(1) Includes Asia, Latin America and Canada.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Cover - USD ($) $ in Billions	12 Months Ended
Cover - USD ($) $ in Billions	Dec. 31, 2024	Feb. 13, 2025	Jun. 28, 2024
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-40470
Entity Registrant Name	GXO Logistics, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-2098312
Entity Address, Address Line One	Two American Lane
Entity Address, City or Town	Greenwich
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06831
City Area Code	203
Local Phone Number	489-1287
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	GXO
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction	false
Entity Shell Company	false
Entity Public Float			$ 5.9
Entity Common Stock, Shares Outstanding		119,518,035
Documents Incorporated by Reference	Specified portions of the registrant’s proxy statement, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A in connection with the registrant’s 2025 Annual Meeting of Stockholders (the “Proxy Statement”), are incorporated by reference into Part III of this Annual Report on Form 10-K. Except with respect to information specifically incorporated by reference in this Annual Report, the Proxy Statement is not deemed to be filed as part hereof.
Entity Central Index Key	0001852244
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Amendment Flag	false

Debt and Financing Arrangements - Narrative (Details)			12 Months Ended
Debt and Financing Arrangements - Narrative (Details)	Mar. 29, 2024 USD ($)	May 25, 2022	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2024 GBP (£)	Apr. 25, 2024 USD ($)	Mar. 29, 2024 EUR (€)	Feb. 29, 2024 EUR (€)	Dec. 31, 2021 USD ($)
Debt Instrument
Face amount										$ 800,000,000
Repayments of debt			$ 408,000,000	$ 140,000,000	$ 82,000,000
Bridge Term Loan Credit Agreement
Debt Instrument
Maximum borrowing capacity \| €									€ 763,000,000
Revolving Credit Facility
Debt Instrument
Maximum borrowing capacity	$ 800,000,000
Line of credit facility, unused capacity, commitment fee (as a percent)			0.15%
Long-term line of credit			$ 0	$ 0
Revolving Credit Facility \| Wincanton
Debt Instrument
Maximum borrowing capacity			219,000,000			£ 175,000,000
Long-term line of credit			$ 19,000,000			£ 15,000,000
Letter of Credit
Debt Instrument
Maximum borrowing capacity	$ 100,000,000
Unsecured Notes Due 2029 and 2034
Debt Instrument
Face amount							$ 1,100,000,000
Unsecured Notes Due 2029
Debt Instrument
Face amount							$ 600,000,000
Interest rate (as a percent)							6.25%
Unsecured Notes Due 2029 \| Unsecured Debt
Debt Instrument
Interest rate (as a percent)			6.25%			6.25%
Unsecured Notes Due 2034
Debt Instrument
Face amount							$ 500,000,000
Interest rate (as a percent)							6.50%
Unsecured Notes Due 2034 \| Unsecured Debt
Debt Instrument
Interest rate (as a percent)			6.50%			6.50%
Unsecured notes due 2026 \| Unsecured Debt
Debt Instrument
Face amount										$ 400,000,000
Interest rate (as a percent)			1.65%			1.65%				1.65%
Unsecured notes due 2031 \| Unsecured Debt
Debt Instrument
Face amount										$ 400,000,000
Interest rate (as a percent)			2.65%			2.65%				2.65%
Five-Year Term Loan due 2027 \| Unsecured Debt
Debt Instrument
Face amount					$ 500,000,000
Interest rate (as a percent)			5.71%			5.71%
Debt term (in years)		5 years	5 years		5 years
Repayments of debt			$ 100,000,000
Three-Year Term Loan Due 2025 \| Unsecured Debt
Debt Instrument
Face amount					$ 235,000,000
Debt term (in years)					3 years
Repayments of debt			$ 185,000,000
Three-Year Term Loan Due 2027 \| Line of Credit \| Unsecured Debt
Debt Instrument
Debt term (in years)	3 years
Maximum borrowing capacity \| €								€ 250,000,000
Revolving Credit Facility \| Line of Credit \| Unsecured Debt
Debt Instrument
Debt term (in years)	5 years

Property and Equipment - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation and amortization of property and equipment	$ 307	$ 290	$ 261

Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 138	$ 233	$ 200
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments	(34)	19	(98)
Cash flow hedges	(1)	(2)	7
Pension plans	(42)	(1)	(36)
Other comprehensive income (loss), net of tax	(77)	16	(127)
Comprehensive income, net of tax	61	249	73
Less: Comprehensive income attributable to NCI	1	5	2
Comprehensive income attributable to GXO	$ 60	$ 244	$ 71

Intangible Assets - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 108	$ 71	$ 68

Employee Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2024

Retirement Benefits [Abstract]

Schedule of Change in Projected Benefit Obligations

The change in the projected benefit obligation was as follows:


	December 31,
(In millions)	2024		2023
Projected benefit obligation at beginning of year	$	830	$	788
Liabilities assumed from Wincanton acquisition	895		—
Interest cost	69		40
Actuarial (gain) loss (1)	(73)		9
Settlements	(2)		—
Benefits paid	(86)		(48)
Foreign currency exchange rate changes	(16)		41
Projected benefit obligation at end of year	$	1,617	$	830

Schedule of Change in Fair Value of Plan Assets and Funded Status

The change in the fair value of the plan assets and funded status was as follows:


	December 31,
(In millions)	2024		2023
Fair value of plan assets at beginning of year	$	883	$	826
Assets assumed from Wincanton acquisition	1,032		—
Actual return on plan assets	(44)		60
Employer contributions	3		1
Settlements	(2)		—
Benefits paid	(86)		(48)
Foreign currency exchange rate changes	(16)		44
Fair value of plan assets at end of year	$	1,770	$	883
Funded status of the plan assets at end of year (1)	$	153	$	53

(1) Funded status is recorded within Other long-term assets.

Schedule of Funded Status Recognized in the Consolidated Balance Sheets

The amounts included in AOCIL that have not yet been recognized in net periodic benefit cost were as follows:


	December 31,
(In millions)	2024		2023
Net actuarial loss	$	(211)	$	(156)
Prior-service credit	13		14
Net loss recognized in AOCIL	$	(198)	$	(142)

Schedule of Components of Net Periodic Benefit Cost Recognized

The components of net periodic benefit cost recognized were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Interest cost component	$	(69)	$	(40)	$	(21)
Expected return on plan assets for the period	93		50		54
Amortization of prior-service credit	1		1		—
Amortization of net loss	(4)		(3)		—
Net periodic pension income recognized (1)	$	21	$	8	$	33

(1) Net periodic pension income is recorded within Other income, net.

Schedule of Amounts Recognized in Other Comprehensive Income

The amount recognized in other comprehensive income was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Net gain (loss)	$	(64)	$	1	$	(51)
Amortization prior-service credit and net loss	3		2		—
Other comprehensive income (loss)	$	(61)	$	3	$	(51)

Schedule of Weighted-average Assumptions Used

The weighted-average assumptions used to determine the projected benefit obligation and the net periodic benefit cost were as follows:


	Year Ended December 31,
	2024		2023
Weighted average assumptions used to determine benefit obligation at December 31:
Discount rate	5.50	%	4.77	%
Rate of compensation increase (1)	—	%	—	%
Weighted average assumptions used to determine net periodic benefit cost for the year ended December 31:
Discount rate	5.02	%	5.03	%
Rate of compensation increase (1)	—	%	—	%
Expected long-term rate of return on plan assets	5.91	%	6.10	%

(1) No rate of compensation increase was assumed as the plans are frozen to additional participant benefit accruals.

Schedule of Fair Values of Investments Held in the Pension Plans by Major Asset Category

The fair values of investments held in the pension plans by major asset category were as follows:


		December 31,
(In millions)	Level	2024		2023
Cash and cash equivalents	Level 1	$	17	$	11
Fixed income securities	Level 1	2		21
Cash and cash equivalents	Level 2	123		—
Money market	Level 2	—		18
Equities	Level 2	93		134
Fixed income securities	Level 2	1,719		890

Repurchase agreements (1)	Level 2	(388)		(266)
Total net assets in fair value hierarchy		$	1,566	$	808
Private markets (2)		204		75

Investments, at fair value		$	1,770	$	883

(1) Repurchase agreements represent short-term borrowings. The plans have an obligation to return the cash after the agreement's term. Due to the agreements' short-term nature, the outstanding balance of the obligation approximates fair value.

(2) Investments that are measured using the net asset value per share (or its equivalent) practical expedient are not classified in the fair value hierarchy. The amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented for the total defined benefit pension plan assets.

Schedule of Expected Benefit Payments

The expected benefit payments for the defined benefit pension plan are summarized below. These estimates are based on assumptions about future events. Actual benefit payments may vary from these estimates.


(In millions)	2025		2026		2027		2028		2029		2030-2035
Expected payments	$	103	$	108	$	112	$	112	$	114	$	584

Employee Benefit Plans - Schedule of Change in Fair Value of Plan Assets and Funded Status (Details) - Pension Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Defined Benefit Plan, Change in Fair Value of Plan Assets
Fair value of plan assets at beginning of year	$ 883	$ 826
Assets assumed from Wincanton acquisition	1,032	0
Actual return on plan assets	(44)	60
Employer contributions	3	1
Settlements	(2)	0
Benefits paid	(86)	(48)
Foreign currency exchange rate changes	(16)	44
Fair value of plan assets at end of year	1,770	883
Funded status of the plan assets at end of year	$ 153	$ 53

Leases (Tables)

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Schedule of Supplemental Balance Sheet Information

The following amounts were recorded in the Consolidated Balance Sheets related to leases:


	December 31,
(In millions)	2024		2023
Operating leases:
Operating lease assets	$	2,329	$	2,201

Current operating lease liabilities	$	647	$	597
Long-term operating lease liabilities	1,898		1,842
Total operating lease liabilities	$	2,545	$	2,439

Finance leases:


Property and equipment, net	$	239	$	107

Current debt	$	39	$	26
Long-term debt	237		90
Total finance lease liabilities	$	276	$	116

Schedule of Lease Expenses and Supplemental Cash Flows

The components of lease expense were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Operating leases:
Operating lease cost	$	830	$	751	$	697
Short-term lease cost	202		225		118
Variable lease cost	153		129		106
Total operating lease cost (1)	$	1,185	$	1,105	$	921
Finance leases:
Amortization of leased assets	$	30	$	30	$	30
Interest expense on lease liabilities	10		5		5
Total finance lease cost	$	40	$	35	$	35
Total operating and finance lease cost	$	1,225	$	1,140	$	956

(1) Operating lease cost is primarily included in Direct operating expense in the Consolidated Statements of Operations.

Supplemental cash flow information related to leases was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$	791	$	696	$	576
Operating cash flows for finance leases	10		5		5
Financing cash flows for finance leases	45		29		33
Leased assets obtained in exchange for new lease obligations:
Operating leases, including $166, $52, and $233 from an acquisition in 2024, 2023 and 2022 respectively	$	815	$	568	$	1,154
Finance leases, including $83, $1, and $16 from an acquisition in 2024, 2023 and 2022 respectively	211		10		20

Schedule of Weighted - Average Remaining Lease Term and Discount Rate

Supplemental weighted-average information for leases was as follows:


	December 31,
	2024		2023
Weighted-average remaining lease term
Operating leases	5.6 years		5.6 years
Finance leases	24.1 years		11.7 years
Weighted-average discount rate
Operating leases	4.9	%	4.6	%
Finance leases	5.4	%	4.4	%

Schedule of Operating Lease Maturity

Maturities of lease liabilities as of December 31, 2024 were as follows:


(In millions)	Finance Leases		Operating Leases
2025	$	46	$	763
2026	39		637
2027	33		483
2028	28		308
2029	24		209
Thereafter	290		517
Total lease payments	460		2,917
Less: Interest	(184)		(372)
Present value of lease liabilities	$	276	$	2,545

Schedule of Finance Leases Maturity

Maturities of lease liabilities as of December 31, 2024 were as follows:


(In millions)	Finance Leases		Operating Leases
2025	$	46	$	763
2026	39		637
2027	33		483
2028	28		308
2029	24		209
Thereafter	290		517
Total lease payments	460		2,917
Less: Interest	(184)		(372)
Present value of lease liabilities	$	276	$	2,545

Acquisitions - Narrative (Details) $ / shares in Units, € in Millions, $ in Millions					12 Months Ended
	Apr. 29, 2024 USD ($)	Apr. 29, 2024 EUR (€)	Mar. 29, 2024	Sep. 13, 2023 USD ($) $ / shares	Dec. 31, 2024 USD ($)	Apr. 25, 2024 USD ($)	Feb. 29, 2024 $ / shares	Feb. 29, 2024 £ / shares	Dec. 31, 2023 USD ($)	Oct. 23, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Business Acquisition
Face amount												$ 800
Goodwill					$ 3,549				$ 2,891		$ 2,728
Unsecured Notes Due 2029 and 2034
Business Acquisition
Face amount						$ 1,100
Unsecured Debt \| Three-Year Term Loan Due 2027 \| Line of Credit
Business Acquisition
Debt term (in years)			3 years
Wincanton
Business Acquisition
Business acquisition, share price (in dollars per share) \| (per share)							$ 7.64	£ 6.05
Purchase price paid	$ 958	€ 762
Acquisition costs					61
Revenue recorded					1,400
Loss before income taxes recorded					$ 7
Weighted-average amortization period (in years)	12 years 6 months	12 years 6 months
Goodwill	$ 726
PFSweb, Inc
Business Acquisition
Business acquisition, share price (in dollars per share) \| $ / shares				$ 7.50
Purchase price paid				$ 149
Operating and finance lease, liability										$ 55
Weighted-average amortization period (in years)					13 years
Goodwill										$ 80

Employee Benefit Plans - Schedule of Change in Projected Benefit Obligations (Details) - Pension Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Defined Benefit Plan, Change in Benefit Obligation
Projected benefit obligation at beginning of year	$ 830	$ 788
Liabilities assumed from Wincanton acquisition	895	0
Interest cost	69	40	$ 21
Actuarial (gain) loss	(73)	9
Settlements	(2)	0
Benefits paid	(86)	(48)
Foreign currency exchange rate changes	(16)	41
Projected benefit obligation at end of year	$ 1,617	$ 830	$ 788

Employee Benefit Plans - Schedule of Funded Status Recognized in the Consolidated Balance Sheets (Details) - Pension Plan - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Defined Benefit Plan Disclosure
Net actuarial loss	$ (211)	$ (156)
Prior-service credit	13	14
Net loss recognized in AOCIL	$ (198)	$ (142)

Stock-Based Compensation - Schedule of RSU and PRSU award activity (Details) shares in Thousands	12 Months Ended
	Dec. 31, 2024 $ / shares shares
RSUs
Number of Outstanding
Outstanding, beginning of period (in shares) \| shares	1,337
Granted (in shares) \| shares	867
Vested (in shares) \| shares	(582)
Forfeited and canceled (in shares) \| shares	(243)
Outstanding, ending of period (in shares) \| shares	1,379
Weighted- Average Grant Date Fair Value Per Share
Outstanding, beginning weighted average grant date fair value (in dollars per share) \| $ / shares	$ 51.31
Granted, weighted average grant date fair value (in dollars per share) \| $ / shares	50.48
Vested, weighted average grant date fair value (in dollars per share) \| $ / shares	46.58
RSUs forfeited and canceled, weighted average grant date fair value (in dollars per share) \| $ / shares	53.66
Outstanding, ending weighted average grant date fair value (in dollars per share) \| $ / shares	$ 52.38
PSUs
Number of Outstanding
Outstanding, beginning of period (in shares) \| shares	295
Granted (in shares) \| shares	230
Vested (in shares) \| shares	(17)
Forfeited and canceled (in shares) \| shares	(51)
Outstanding, ending of period (in shares) \| shares	457
Weighted- Average Grant Date Fair Value Per Share
Outstanding, beginning weighted average grant date fair value (in dollars per share) \| $ / shares	$ 67.46
Granted, weighted average grant date fair value (in dollars per share) \| $ / shares	49.01
Vested, weighted average grant date fair value (in dollars per share) \| $ / shares	78.75
RSUs forfeited and canceled, weighted average grant date fair value (in dollars per share) \| $ / shares	64.09
Outstanding, ending weighted average grant date fair value (in dollars per share) \| $ / shares	$ 58.11

Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-lived Intangible Assets

The following table summarizes identifiable intangible assets:


	December 31, 2024						December 31, 2023
(In millions)	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Customer relationships	$	1,527	$	(600)	$	927	$	1,046	$	(524)	$	522
Trade names and trademarks	60		(15)		45		42		(4)		38
Developed technology	17		(3)		14		7		—		7
Total	$	1,604	$	(618)	$	986	$	1,095	$	(528)	$	567

Schedule of Future Amortization Expense

Estimated amortization expense for each of the five succeeding fiscal years and thereafter is as follows:


(In millions)	2025		2026		2027		2028		2029		Thereafter
Estimated amortization expense	$	118	$	109	$	103	$	84	$	69	$	503

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

The estimated useful lives of property and equipment are described below:


						Estimated Useful Life
Buildings						40 years
Leasehold improvements						Shorter of useful life or term of lease
Warehouse equipment, fleet and other						3 to 15 years
Technology and automated systems						3 to 15 years
Computer equipment						1 to 5 years
Internal-use software						1 to 5 years

The following table summarizes property and equipment:


	December 31,
(In millions)	2024		2023
Land, buildings and leasehold improvements	$	515	$	440
Warehouse equipment, fleet and other	1,113		1,025
Technology and automated systems	531		373
Computer equipment	335		304
Internal-use software	398		356
Total property and equipment, gross	2,892		2,498
Less: accumulated depreciation and amortization	1,732		1,545
Total property and equipment, net	$	1,160	$	953

Stockholders' Equity

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Stockholders' Equity

13. Stockholders’ Equity

The following table summarizes the changes in AOCIL by component:


	Foreign Currency Adjustment
(In millions)	Foreign Currency Translation Adjustments		Net Investment Hedges		Cash Flow Hedges		Defined Benefit Plans		Less: AOCIL attributable to NCI		AOCIL attributable to GXO
As of December 31, 2021	$	(38)	$	(15)	$	—	$	(76)	$	(1)	$	(130)
Other comprehensive income (loss) before reclassifications	(119)		36		9		(49)		1		(122)
Amounts reclassified to net income	—		(7)		—		—		—		(7)
Tax amounts	(1)		(7)		(2)		13		—		3
Other comprehensive income (loss), net of tax	(120)		22		7		(36)		1		(126)
Other	2		—		—		—		—		2
As of December 31, 2022	$	(156)	$	7	$	7	$	(112)	$	—	$	(254)
Other comprehensive income (loss) before reclassifications	72		(66)		(3)		(3)		(1)		(1)
Amounts reclassified to net income	—		(3)		—		2		—		(1)
Tax amounts	1		15		1		—		—		17
Other comprehensive income (loss), net of tax	73		(54)		(2)		(1)		(1)		15
As of December 31, 2023	$	(83)	$	(47)	$	5	$	(113)	$	(1)	$	(239)
Other comprehensive income (loss) before reclassifications	(113)		108		(1)		(60)		3		(63)
Amounts reclassified to net income	—		(7)		—		3		—		(4)
Tax amounts	1		(23)		—		15		—		(7)
Other comprehensive income (loss), net of tax	(112)		78		(1)		(42)		3		(74)
As of December 31, 2024	$	(195)	$	31	$	4	$	(155)	$	2	$	(313)

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Restructuring Charges and Other (Tables)

12 Months Ended

Dec. 31, 2024

Restructuring and Related Activities [Abstract]

Schedule of Restructuring and Related Costs

The following table summarizes changes in the restructuring liability, which is included within Other current liabilities in the Consolidated Balance Sheets.


(In millions)
Balance as of December 31, 2023	$	7
Charges incurred	27
Payments	(24)

Balance as of December 31, 2024	$	10

Leases

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Leases

9. Leases

The following amounts were recorded in the Consolidated Balance Sheets related to leases:


	December 31,
(In millions)	2024		2023
Operating leases:
Operating lease assets	$	2,329	$	2,201

Current operating lease liabilities	$	647	$	597
Long-term operating lease liabilities	1,898		1,842
Total operating lease liabilities	$	2,545	$	2,439

Finance leases:


Property and equipment, net	$	239	$	107

Current debt	$	39	$	26
Long-term debt	237		90
Total finance lease liabilities	$	276	$	116

The components of lease expense were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Operating leases:
Operating lease cost	$	830	$	751	$	697
Short-term lease cost	202		225		118
Variable lease cost	153		129		106
Total operating lease cost (1)	$	1,185	$	1,105	$	921
Finance leases:
Amortization of leased assets	$	30	$	30	$	30
Interest expense on lease liabilities	10		5		5
Total finance lease cost	$	40	$	35	$	35
Total operating and finance lease cost	$	1,225	$	1,140	$	956

(1) Operating lease cost is primarily included in Direct operating expense in the Consolidated Statements of Operations.

Supplemental cash flow information related to leases was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$	791	$	696	$	576
Operating cash flows for finance leases	10		5		5
Financing cash flows for finance leases	45		29		33
Leased assets obtained in exchange for new lease obligations:
Operating leases, including $166, $52, and $233 from an acquisition in 2024, 2023 and 2022 respectively	$	815	$	568	$	1,154
Finance leases, including $83, $1, and $16 from an acquisition in 2024, 2023 and 2022 respectively	211		10		20

Supplemental weighted-average information for leases was as follows:


	December 31,
	2024		2023
Weighted-average remaining lease term
Operating leases	5.6 years		5.6 years
Finance leases	24.1 years		11.7 years
Weighted-average discount rate
Operating leases	4.9	%	4.6	%
Finance leases	5.4	%	4.4	%

Maturities of lease liabilities as of December 31, 2024 were as follows:


(In millions)	Finance Leases		Operating Leases
2025	$	46	$	763
2026	39		637
2027	33		483
2028	28		308
2029	24		209
Thereafter	290		517
Total lease payments	460		2,917
Less: Interest	(184)		(372)
Present value of lease liabilities	$	276	$	2,545

As of December 31, 2024, the Company had additional operating leases that have not yet commenced with future undiscounted lease payments of approximately $98 million. These operating leases will begin in 2025, with initial lease terms ranging from 4 to 16 years.

Leases

9. Leases

The following amounts were recorded in the Consolidated Balance Sheets related to leases:


	December 31,
(In millions)	2024		2023
Operating leases:
Operating lease assets	$	2,329	$	2,201

Current operating lease liabilities	$	647	$	597
Long-term operating lease liabilities	1,898		1,842
Total operating lease liabilities	$	2,545	$	2,439

Finance leases:


Property and equipment, net	$	239	$	107

Current debt	$	39	$	26
Long-term debt	237		90
Total finance lease liabilities	$	276	$	116

The components of lease expense were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Operating leases:
Operating lease cost	$	830	$	751	$	697
Short-term lease cost	202		225		118
Variable lease cost	153		129		106
Total operating lease cost (1)	$	1,185	$	1,105	$	921
Finance leases:
Amortization of leased assets	$	30	$	30	$	30
Interest expense on lease liabilities	10		5		5
Total finance lease cost	$	40	$	35	$	35
Total operating and finance lease cost	$	1,225	$	1,140	$	956

(1) Operating lease cost is primarily included in Direct operating expense in the Consolidated Statements of Operations.

Supplemental cash flow information related to leases was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$	791	$	696	$	576
Operating cash flows for finance leases	10		5		5
Financing cash flows for finance leases	45		29		33
Leased assets obtained in exchange for new lease obligations:
Operating leases, including $166, $52, and $233 from an acquisition in 2024, 2023 and 2022 respectively	$	815	$	568	$	1,154
Finance leases, including $83, $1, and $16 from an acquisition in 2024, 2023 and 2022 respectively	211		10		20

Supplemental weighted-average information for leases was as follows:


	December 31,
	2024		2023
Weighted-average remaining lease term
Operating leases	5.6 years		5.6 years
Finance leases	24.1 years		11.7 years
Weighted-average discount rate
Operating leases	4.9	%	4.6	%
Finance leases	5.4	%	4.4	%

Maturities of lease liabilities as of December 31, 2024 were as follows:


(In millions)	Finance Leases		Operating Leases
2025	$	46	$	763
2026	39		637
2027	33		483
2028	28		308
2029	24		209
Thereafter	290		517
Total lease payments	460		2,917
Less: Interest	(184)		(372)
Present value of lease liabilities	$	276	$	2,545

Property and Equipment

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Property and Equipment

8. Property and Equipment

The following table summarizes property and equipment:


	December 31,
(In millions)	2024		2023
Land, buildings and leasehold improvements	$	515	$	440
Warehouse equipment, fleet and other	1,113		1,025
Technology and automated systems	531		373
Computer equipment	335		304
Internal-use software	398		356
Total property and equipment, gross	2,892		2,498
Less: accumulated depreciation and amortization	1,732		1,545
Total property and equipment, net	$	1,160	$	953

Depreciation of property and equipment was $307 million, $290 million and $261 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Basis of Presentation and Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Accounts Receivable, Allowance for Credit Loss
Beginning balance	$ 11	$ 12	$ 13
Provisions charged to expense	16	10	5
Write-offs, less recoveries, and foreign exchange translation	(12)	(11)	(6)
Ending balance	$ 15	$ 11	$ 12

Debt and Financing Arrangements - Schedule of Debt (Details) - USD ($) $ in Millions		12 Months Ended
	May 25, 2022	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Apr. 25, 2024	Dec. 31, 2021
Debt Instrument
Total debt		$ 2,631	$ 1,647
Less: Current debt		110	27
Long-term debt		2,521	1,620
Prepayment of loans		$ 408	140	$ 82
Unsecured Notes Due 2029
Debt Instrument
Interest rate (as a percent)					6.25%
Unsecured notes due 2034
Debt Instrument
Interest rate (as a percent)					6.50%
Unsecured Debt \| Unsecured notes due 2026
Debt Instrument
Interest rate (as a percent)		1.65%				1.65%
Unamortized discount (premium) and debt issuance costs, net		$ 1	2
Unsecured Debt \| Unsecured notes due 2026 \| Level 2 \| Carrying Value
Debt Instrument
Fair value of debt		$ 399	398
Unsecured Debt \| Unsecured Notes Due 2029
Debt Instrument
Interest rate (as a percent)		6.25%
Unamortized discount (premium) and debt issuance costs, net		$ 7
Unsecured Debt \| Unsecured Notes Due 2029 \| Level 2 \| Carrying Value
Debt Instrument
Fair value of debt		$ 593	0
Unsecured Debt \| Unsecured notes due 2031
Debt Instrument
Interest rate (as a percent)		2.65%				2.65%
Unamortized discount (premium) and debt issuance costs, net		$ 3	3
Unsecured Debt \| Unsecured notes due 2031 \| Level 2 \| Carrying Value
Debt Instrument
Fair value of debt		$ 397	397
Unsecured Debt \| Unsecured notes due 2034
Debt Instrument
Interest rate (as a percent)		6.50%
Unamortized discount (premium) and debt issuance costs, net		$ 10
Unsecured Debt \| Unsecured notes due 2034 \| Level 2 \| Carrying Value
Debt Instrument
Fair value of debt		$ 490	0
Unsecured Debt \| Three-Year Term Loan due 2025
Debt Instrument
Interest rate (as a percent)		5.58%
Debt term (in years)		3 years
Prepayment of loans		$ 185
Unsecured Debt \| Three-Year Term Loan due 2025 \| Level 2 \| Carrying Value
Debt Instrument
Fair value of debt		$ 50	235
Unsecured Debt \| Five-Year Term Loan due 2027
Debt Instrument
Interest rate (as a percent)		5.71%
Debt term (in years)	5 years	5 years		5 years
Unamortized discount (premium) and debt issuance costs, net		$ 1	1
Prepayment of loans		100
Unsecured Debt \| Five-Year Term Loan due 2027 \| Level 2 \| Carrying Value
Debt Instrument
Fair value of debt		399	499
Unsecured Debt \| Finance leases and other debt
Debt Instrument
Total debt		$ 303	$ 118

Leases - Schedule of Weighted Average Remaining Lease Term and Discount Rate (Details)	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Operating lease, weighted average remaining lease term	5 years 7 months 6 days	5 years 7 months 6 days
Finance lease, weighted average remaining lease term	24 years 1 month 6 days	11 years 8 months 12 days
Operating lease, weighted average discount rate percent	4.90%	4.60%
Finance lease, weighted average discount rate percent	5.40%	4.40%

Property and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment
Total property and equipment, gross	$ 2,892	$ 2,498
Less: accumulated depreciation and amortization	1,732	1,545
Total property and equipment, net	1,160	953
Land, buildings and leasehold improvements
Property, Plant and Equipment
Total property and equipment, gross	515	440
Warehouse equipment, fleet and other
Property, Plant and Equipment
Total property and equipment, gross	1,113	1,025
Technology and automated systems
Property, Plant and Equipment
Total property and equipment, gross	531	373
Computer equipment
Property, Plant and Equipment
Total property and equipment, gross	335	304
Internal-use software
Property, Plant and Equipment
Total property and equipment, gross	$ 398	$ 356

Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Current:
U.S. federal	$ (2)	$ 24	$ 40
U.S state and local	0	7	2
Foreign	48	43	29
Total current income tax expense	46	74	71
Deferred:
U.S. federal	(12)	(3)	(9)
U.S state and local	(1)	(2)	(3)
Foreign	(25)	(36)	5
Total deferred income tax benefit	(38)	(41)	(7)
Total income tax expense	$ 8	$ 33	$ 64

Debt and Financing Arrangements (Tables)

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Schedule of Debt

The following table summarizes the carrying value of the Company’s debt:


		December 31,
(In millions, except percentages)	Rate (1)	2024		2023
Unsecured notes due 2026 (2)	1.65%	$	399	$	398
Unsecured notes due 2029 (3)	6.25%	593		—
Unsecured notes due 2031 (4)	2.65%	397		397
Unsecured notes due 2034 (5)	6.50%	490		—
Three-Year Term Loan due 2025 (6)	5.58%	50		235
Five-Year Term Loan due 2027 (7)(8)	5.71%	399		499
Finance leases and other debt	Various	303		118
Total debt		$	2,631	$	1,647
Less: Current debt		110		27
Long-term debt		$	2,521	$	1,620

(1) Interest rates as of December 31, 2024.

(2) Net of unamortized discount and debt issuance costs of $1 million and $2 million, as of December 31, 2024 and 2023, respectively.

(3) Net of unamortized discount and debt issuance costs of $7 million as of December 31, 2024.

(4) Net of unamortized discount and debt issuance costs of $3 million as of December 31, 2024 and 2023.

(5) Net of unamortized discount and debt issuance costs of $10 million as of December 31, 2024.

(6) In 2024, the Company repaid $185 million of the Three-Year Term Loan due 2025.

(7) Net of unamortized debt issuance costs of $1 million as of December 31, 2024 and 2023.

(8) In 2024, the Company repaid $100 million of the Five-Year Term Loan due 2027.

Schedule of Long-Term Debt Maturities

Set forth below is the aggregate principal amount of the Company’s long-term debt (excluding finance lease obligations, unamortized discount and debt issuance costs) as of December 31, 2024, maturing during the following years.


(In millions)	2025		2026		2027		2028		2029		Thereafter
Long-term debt	$	71	$	403	$	402	$	1	$	600	$	900

Schedule of Trade Receivables Sold

Information related to trade receivables sold was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Receivables sold in period	$	1,856	$	1,110	$	992
Cash consideration	1,843		1,103		988
Net cash provided by operating cash flows	200		21		35

Stock-Based Compensation

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

14. Stock-Based Compensation

In 2021, the Company established the 2021 Omnibus Incentive Plan (the “2021 Incentive Plan”). The 2021 Incentive Plan authorizes the issuance of up to 11.6 million shares of common stock as awards. Under the 2021 Incentive Plan, directors, officers and employees may be granted various types of stock-based compensation awards. These awards include stock options, RSUs, RSAs, PSUs and cash incentive awards. As of December 31, 2024, approximately 6.9 million shares of common stock were available for the grant under the 2021 Incentive Plan.

The following table summarizes stock-based compensation expense recorded in Selling, general and administrative expense in the Consolidated Statements of Income:


	Year Ended December 31,
(In millions)	2024		2023		2022
RSUs	$	28	$	22	$	21
PSUs	7		8		7
Stock options	3		5		5
RSAs	1		—		—
Total stock-based compensation expense	$	39	$	35	$	33
Tax expense (benefit) on stock-based compensation	$	(7)	$	1	$	(1)

Stock Options

The Company’s stock options vest over five years after the grant date and have a ten-year contractual term with an exercise price equal to the stock price on the grant date. The Black-Scholes option-pricing model was used to estimate the fair value of these awards. The Black-Scholes option-pricing model incorporates various subjective assumptions, including expected terms and expected volatility.

A summary of stock option award activity for the year ended December 31, 2024, is presented in the following table:


	Stock Options
(In thousands, except per share)	Number of Stock Options	Weighted-Average Exercise Price		Weighted-Average Remaining Term
Outstanding as of December 31, 2023	1,071	$	64.71	7 years


Forfeited or expired	(176)	64.91
Outstanding as of December 31, 2024	895	$	64.67	6 years
Exercisable as of December 31, 2024	406	$	64.22	6 years

There was no intrinsic value for options outstanding and exercisable at December 31, 2024.

As of December 31, 2024, unrecognized compensation cost related to options of $6 million is anticipated to be recognized over a weighted-average period of approximately 1.4 years.

Restricted Stock Units and Performance-Based Units

The Company grants RSUs and PSUs to its key employees, officers and directors with various vesting requirements. The holders of the RSUs and PSUs do not have the rights of a stockholder and do not have voting rights until the shares are issued and delivered in settlement of the awards. RSUs generally vest over the service period, typically three years, and PSUs generally vest based on achieving certain predefined performance objectives along with a service period. For PSUs the number of shares may be increased to the maximum or reduced to the minimum threshold based on the results of these performance metrics in accordance with the terms established at the time of the award.

The Company granted a portion of PSUs subject to market-based vesting conditions. The Company determines the fair value of PSUs subject to market-based vesting conditions using a Monte Carlo simulation model that incorporates the probability of the performance conditions being met as of the grant date. Assumptions used in the Monte Carlo simulation model for the estimated fair value were as follows:


	Year Ended December 31,
	2024		2023		2022
Weighted-average risk-free interest rate	4.9	%	4.7	%	2.5	%
Expected volatility	30	%	32	%	37	%

A summary of RSU and PSU award activity for the year ended December 31, 2024, is presented in the following table:


	RSUs			PSUs
(In thousands, except per share)	Number of RSUs	Weighted-Average Grant Date Fair Value		Number of PSUs	Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2023	1,337	$	51.31	295	$	67.46
Granted	867	50.48		230	49.01
Vested (1)	(582)	46.58		(17)	78.75
Forfeited and canceled	(243)	53.66		(51)	64.09
Outstanding as of December 31, 2024	1,379	$	52.38	457	$	58.11

(1) The number of RSUs and PSUs vested includes common stock shares that the Company withheld on behalf of its employees to satisfy the tax withholding.

The total fair value of RSUs that vested during 2024 and 2023 was $31 million and $22 million, respectively. The total fair value of PSUs that vested during 2024 and 2023 was $1 million and $7 million, respectively. As of December 31, 2024, unrecognized compensation cost related to RSUs and PSUs of $64 million is anticipated to be recognized over a weighted-average period of approximately 2 years.

Restricted Stock Awards

In 2024, the Company granted 12 thousand RSAs at a weighted average price of $50.38, resulting in a fair value of the RSAs of $1 million. These shares vested and were issued upon grant.

Revenue Recognition - Contract Liability (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Contract assets and contract costs included in:
Other current assets	$ 37	$ 21
Other long-term assets	196	160
Total contract assets	233	181
Contract liabilities included in:
Other current liabilities	272	210
Other long-term liabilities	128	115
Total contract liabilities	400	325
Amounts included in the beginning of year contract liability balance	$ 208	$ 122	$ 93

Fair Value Measurements and Financial Instruments - Fair Value of Debt (Details) - Unsecured Debt - USD ($) $ in Millions		12 Months Ended
	May 25, 2022	Dec. 31, 2024	Dec. 31, 2022	Dec. 31, 2023
Three-Year Term Loan due 2025
Fair Value Measurement Inputs and Valuation Techniques
Debt term (in years)		3 years
Five-Year Term Loan due 2027
Fair Value Measurement Inputs and Valuation Techniques
Debt term (in years)	5 years	5 years	5 years
Fair Value \| Unsecured notes due 2026 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		$ 380		$ 362
Fair Value \| Unsecured Notes Due 2029 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		617		0
Fair Value \| Unsecured notes due 2031 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		336		326
Fair Value \| Unsecured notes due 2034 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		514		0
Fair Value \| Three-Year Term Loan due 2025 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		49		231
Fair Value \| Five-Year Term Loan due 2027 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		394		493
Carrying Value \| Unsecured notes due 2026 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		399		398
Carrying Value \| Unsecured Notes Due 2029 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		593		0
Carrying Value \| Unsecured notes due 2031 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		397		397
Carrying Value \| Unsecured notes due 2034 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		490		0
Carrying Value \| Three-Year Term Loan due 2025 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		50		235
Carrying Value \| Five-Year Term Loan due 2027 \| Level 2
Fair Value Measurement Inputs and Valuation Techniques
Fair value of debt		$ 399		$ 499

Employee Benefit Plans - Schedule of Weighted-average Assumptions Used (Details) - Pension Plan	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Weighted average assumptions used to determine benefit obligation at December 31:
Discount rate	5.50%	4.77%
Rate of compensation increase	0.00%	0.00%
Weighted average assumptions used to determine net periodic benefit cost for the year ended December 31:
Discount rate	5.02%	5.03%
Rate of compensation increase	0.00%	0.00%
Expected long-term rate of return on plan assets	5.91%	6.10%

Employee Benefit Plans - Schedule of Expected Benefit Payments (Details) - Pension Plan $ in Millions	Dec. 31, 2024 USD ($)
Defined Benefit Plan Disclosure
2025	$ 103
2026	108
2027	112
2028	112
2029	114
2030-2035	$ 584

Subsequent Events (Details) $ in Millions	Feb. 18, 2025 USD ($)
Subsequent Event
Subsequent Event
Share Repurchase Program, Authorized, Amount	$ 500

Employee Benefit Plans - Schedule of Fair Values of Investments Held in the Pension Plans by Major Asset Category (Details) - Pension Plan - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	$ 1,770	$ 883	$ 826
Fair Value Hierarchy
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	1,566	808
Cash and cash equivalents \| Level 1
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	17	11
Cash and cash equivalents \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	123	0
Fixed income securities \| Level 1
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	2	21
Fixed income securities \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	1,719	890
Money market \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	0	18
Equities \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	93	134
Repurchase agreements \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	(388)	(266)
Private markets \| Net Asset Value Per Share
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	$ 204	$ 75

Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Operating Segment Information

The Company’s segment results were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Revenue	$	11,709	$	9,778	$	8,993
Direct operating expense	9,853		8,035		7,443
Selling, general and administrative expense (1)	996		931		822
Other income (expense), net (2)	(20)		4		(64)
Segment Adjusted EBITDA	$	880	$	808	$	792
Less:
Corporate expenses (3)	65		67		64
Depreciation expense	307		290		261
Amortization expense	108		71		68
Transaction and integration costs	76		34		61
Restructuring costs and other	27		32		32
Litigation expense	59		—		—
Unrealized (gain) loss on foreign currency contracts and other (4)	(11)		(5)		13
Interest expense, net	103		53		29
Income before income taxes	146		266		264
Income tax expense	(8)		(33)		(64)
Net income	$	138	$	233	$	200

(1) Excludes unallocated corporate expenses.

(2) Other income, net excluding unrealized (gain) loss on foreign currency contracts and other.

(4) Included in Other income, net in the Consolidated Statements of Operations.

Schedule of Long- Lived Assets by Geographic Areas

The Company’s long-lived assets by geographic region were as follows:


	December 31,
(In millions)	2024		2023
United States	$	1,498	$	1,545
United Kingdom	1,006		772
Europe	939		783
Other (1)	46		54
Total	$	3,489	$	3,154

(1) Includes Asia, Latin America and Canada.

Income Taxes - Operating Loss and Tax Credit Carryforwards (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Operating Loss Carryforwards
Tax effect (before federal benefit) of state net operating losses	$ 3	$ 2
Federal
Operating Loss Carryforwards
Operating loss carryforwards	17	32
Federal tax credit carryforwards	0	4
State
Operating Loss Carryforwards
Federal tax credit carryforwards	8	7
Foreign
Operating Loss Carryforwards
Operating loss carryforwards	$ 326	$ 252

Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award
Total stock-based compensation expense	$ 39	$ 35	$ 33
Tax expense (benefit) on stock-based compensation	(7)	1	(1)
RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Total stock-based compensation expense	28	22	21
PSUs
Share-based Compensation Arrangement by Share-based Payment Award
Total stock-based compensation expense	7	8	7
Stock options
Share-based Compensation Arrangement by Share-based Payment Award
Total stock-based compensation expense	3	5	5
RSAs
Share-based Compensation Arrangement by Share-based Payment Award
Total stock-based compensation expense	$ 1	$ 0	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
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-Section 35
-Paragraph 1D
-Publisher FASB
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+ Details

Consolidated Statements of Changes in Equity - USD ($) $ in Millions	Total	Equity Before NCI	Common Stock	APIC	Retained Earnings	AOCIL	NCI
Beginning balance (in shares) at Dec. 31, 2021			114,659,000
Beginning balance at Dec. 31, 2021	$ 2,390	$ 2,351	$ 1	$ 2,354	$ 126	$ (130)	$ 39
Changes in Stockholders' Equity
Net income	200	197			197		3
Other comprehensive income (loss)	(127)	(126)				(126)	(1)
Stock-based compensation	33	33		33
Vesting of stock compensation awards (in shares)			557,000
Tax withholding on vesting of stock compensation awards (in shares)			(246,000)
Tax withholding on vesting of stock compensation awards	(16)	(16)		(16)
Common stock issued for acquisition (in shares)			3,758,000
Common stock issued for acquisition	204	204		204
Other	(6)	2				2	(8)
Ending balance (in shares) at Dec. 31, 2022			118,728,000
Ending balance at Dec. 31, 2022	2,678	2,645	$ 1	2,575	323	(254)	33
Changes in Stockholders' Equity
Net income	233	229			229		4
Other comprehensive income (loss)	16	15				15	1
Stock-based compensation	35	35		35
Vesting of stock compensation awards (in shares)			555,000
Vesting of stock compensation awards	0
Tax withholding on vesting of stock compensation awards (in shares)			(226,000)
Tax withholding on vesting of stock compensation awards	(12)	(12)		(12)
Other	$ (4)						(4)
Ending balance (in shares) at Dec. 31, 2023	119,057,000		119,057,000
Ending balance at Dec. 31, 2023	$ 2,946	2,912	$ 1	2,598	552	(239)	34
Changes in Stockholders' Equity
Net income	138	134			134		4
Other comprehensive income (loss)	(77)	(74)				(74)	(3)
Stock-based compensation	39	39		39
Vesting of stock compensation awards (in shares)			607,000
Vesting of stock compensation awards	0
Tax withholding on vesting of stock compensation awards (in shares)			(168,000)
Tax withholding on vesting of stock compensation awards	(8)	(8)		(8)
Other	$ (3)						(3)
Ending balance (in shares) at Dec. 31, 2024	119,496,000		119,496,000
Ending balance at Dec. 31, 2024	$ 3,035	$ 3,003	$ 1	$ 2,629	$ 686	$ (313)	$ 32

Fair Value Measurements and Financial Instruments - Narrative (Details) $ in Millions	12 Months Ended
	Dec. 31, 2024 USD ($) instrument	Dec. 31, 2023 USD ($)
Cross Currency Swap Due 2027 And 2028
Derivative Instruments, Gain (Loss)
Number of derivative instruments amended \| instrument	4
Notional amount	$ 315
Cross Currency Swap Matured \| Other long-term liabilities \| Derivatives designated as net investment hedges:
Derivative Instruments, Gain (Loss)
Notional amount	$ 165
Cross Currency Swap Due 2025 and 2029
Derivative Instruments, Gain (Loss)
Number of derivative instruments amended \| instrument	5
Notional amount	$ 500
Interest rate swaps
Derivative Instruments, Gain (Loss)
Notional amount	125
Interest rate swaps \| Other long-term liabilities \| Derivatives designated as net investment hedges:
Derivative Instruments, Gain (Loss)
Notional amount	$ 125	$ 125
Foreign currency forward contracts
Derivative Instruments, Gain (Loss)
Contract expiration period (in months)	12 months

Revenue Recognition

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

3. Revenue Recognition

Revenue disaggregated by geographical area was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
United Kingdom	$	5,248	$	3,664	$	3,293
United States	3,087		2,909		2,861
Netherlands	922		831		699
France	809		830		729
Spain	571		529		488
Italy	391		382		331
Other	681		633		592
Total	$	11,709	$	9,778	$	8,993

The Company’s revenue can also be disaggregated by various verticals, reflecting the customers’ principal industry. Revenue disaggregated by industry was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Omnichannel retail	$	5,360	$	4,100	$	3,649
Technology and consumer electronics	1,541		1,467		1,337
Industrial and manufacturing	1,339		1,078		1,076
Food and beverage	1,331		1,331		1,327
Consumer packaged goods	1,259		1,027		915
Other	879		775		689
Total	$	11,709	$	9,778	$	8,993

Contract Balances


	December 31,
(In millions)	2024		2023
Contract assets and contract costs included in:
Other current assets	$	37	$	21
Other long-term assets	196		160
Total contract assets	$	233	$	181
Contract liabilities included in:
Other current liabilities	$	272	$	210
Other long-term liabilities	128		115
Total contract liabilities	$	400	$	325

Revenue recognized included the following:


	Year Ended December 31,
(In millions)	2024		2023		2022
Amounts included in the beginning of year contract liability balance	$	208	$	122	$	93

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Income Taxes - Narrative (Details) $ in Millions	Dec. 31, 2024 USD ($)
Income Tax Disclosure [Abstract]
Reduction to unrecognized tax benefits	$ 3

Basis of Presentation and Significant Accounting Policies - Narrative (Details) shares in Millions	12 Months Ended
	Dec. 31, 2024 reporting_unit shares	Dec. 31, 2023 shares	Dec. 31, 2022 shares
Accounting Policies [Abstract]
Number of reporting units \| reporting_unit	3
Antidilutive securities excluded from computation of earnings per share (in shares) \| shares	1.1	1.5	2.0

Debt and Financing Arrangements

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Debt and Financing Arrangements

10. Debt and Financing Arrangements

The following table summarizes the carrying value of the Company’s debt:


		December 31,
(In millions, except percentages)	Rate (1)	2024		2023
Unsecured notes due 2026 (2)	1.65%	$	399	$	398
Unsecured notes due 2029 (3)	6.25%	593		—
Unsecured notes due 2031 (4)	2.65%	397		397
Unsecured notes due 2034 (5)	6.50%	490		—
Three-Year Term Loan due 2025 (6)	5.58%	50		235
Five-Year Term Loan due 2027 (7)(8)	5.71%	399		499
Finance leases and other debt	Various	303		118
Total debt		$	2,631	$	1,647
Less: Current debt		110		27
Long-term debt		$	2,521	$	1,620

(1) Interest rates as of December 31, 2024.

(2) Net of unamortized discount and debt issuance costs of $1 million and $2 million, as of December 31, 2024 and 2023, respectively.

(3) Net of unamortized discount and debt issuance costs of $7 million as of December 31, 2024.

(4) Net of unamortized discount and debt issuance costs of $3 million as of December 31, 2024 and 2023.

(5) Net of unamortized discount and debt issuance costs of $10 million as of December 31, 2024.

(6) In 2024, the Company repaid $185 million of the Three-Year Term Loan due 2025.

(7) Net of unamortized debt issuance costs of $1 million as of December 31, 2024 and 2023.

(8) In 2024, the Company repaid $100 million of the Five-Year Term Loan due 2027.

Unsecured Notes

On April 25, 2024, the Company entered into an underwriting agreement to issue and sell $1.1 billion of Unsecured Notes, consisting of $600 million of notes due 2029 (the “2029 Notes”) and $500 million of notes due 2034 (the “2034 Notes”) in a registered public offering to fund the Wincanton Acquisition. The closing of the sale of the Unsecured Notes occurred on May 6, 2024. The 2029 Notes bear interest at a rate of 6.25% per annum payable semiannually on May 6 and November 6 of each year, beginning on November 6, 2024, and maturing on May 6, 2029. The 2034 Notes bear interest at a rate of 6.50% per annum payable semiannually on May 6 and November 6 of each year, beginning on November 6, 2024 and maturing on May 6, 2034.

In 2021, the Company completed an offering of $800 million aggregate principal amount of notes, consisting of $400 million of notes due 2026 (the “2026 Notes”) and $400 million of notes due 2031 (the “2031 Notes”). The 2026 Notes bear interest at a rate of 1.65% per annum payable semiannually in arrears on January 15 and July 15 of each year, and maturing on July 15, 2026. The 2031 Notes bear interest at a rate of 2.65% per annum payable semiannually in arrears on January 15 and July 15 of each year and maturing on July 15, 2031.

Five-Year Term Loan due 2027

In 2022, the Company entered into a $500 million five-year unsecured term loan (the “Five-Year Term Loan”) that will mature on May 26, 2027. The loan bears interest at a fluctuating rate per annum equal to, at the Company’s option, the alternate base rate or the adjusted Secured Overnight Financing Rate (SOFR), plus an applicable margin based on the Company’s credit ratings. In 2024, the Company repaid $100 million of the Five-Year Term Loan.

Three-Year Term Loan due 2025

In 2022, the Company borrowed a $235 million three-year term loan tranche (the “Three-Year Term Loan”) that will mature on May 26, 2025. The Delayed Draw Term Loan bears interest at a fluctuating rate per annum equal to, at the Company’s option, the alternate base rate or the adjusted SOFR, plus an applicable margin based on the Company’s credit ratings. In 2024, the Company repaid $185 million of the Three-Year Term Loan.

Three-Year Term Loan due 2027

On March 29, 2024, the Company entered into a three-year term loan credit agreement with the lenders and other parties from time to time party thereto and Bank of America N.A., as an administrative agent, that provided a three-year multicurrency £250 million unsecured term facility (the “Three-Year Term Loan due 2027”) to fund the Wincanton Acquisition. Concurrently with the closing of the Unsecured Notes in 2024, the Company terminated the commitments under the Three-Year Term Loan due 2027. No amounts were drawn under the Three-Year Term Loan due 2027.

Bridge Term Loan

On February 29, 2024, the Company entered into a 364-day bridge term loan credit agreement that provided a £763 million unsecured Bridge Term Loan facility (the “Bridge Term Loan”) to fund the Wincanton Acquisition. Concurrently with the closing of the Unsecured Notes in 2024, the Company terminated the commitments under the Bridge Term Loan. No amounts were drawn under the Bridge Term Loan.

Revolving Credit Facilities

On March 29, 2024, the Company terminated its previous revolving credit agreement expiring in 2026 and entered into a new revolving credit agreement with Bank of America N.A., as administrative agent and an issuing lender (the “Revolving Credit Agreement”). The Revolving Credit Agreement is a five-year unsecured, multicurrency revolving facility expiring in 2029. The aggregate commitment of all lenders under the Revolving Credit Agreement will be equal to $800 million, of which $100 million is available for the issuance of letters of credit.

Loans under the Revolving Credit Agreement will bear interest at a fluctuating rate per annum equal to (a) with respect to borrowings in U.S. dollars, at the Company’s option the alternate base rate or term Secured Overnight Financing Rate (“SOFR”), (b) with respect to borrowings in Canadian Dollars, term Canadian Overnight Repo Rate Average (“CORRA”), (c) with respect to borrowings in Pounds Sterling, daily simple Sterling Overnight Index Average Rate (“SONIA”) and (d) with respect to borrowings in Euros, Euro Interbank Offered Rate (“EURIBOR”), in each case, plus an applicable margin calculated based on the Company’s credit ratings. In addition, the Company is paying a commitment fee of 0.15% per annum on the unused portion of the commitments under the Revolving Credit Facility. No amounts were outstanding under the previous or new revolving credit agreements as of December 31, 2024 or December 31, 2023.

In connection with the Wincanton Acquisition, the Company assumed a revolving credit facility agreement (the “Wincanton Revolving Credit Agreement”) under which it may borrow up to £175 million ($219 million as of December 31, 2024) in aggregate at any time, expiring in March 2027. Loans under the Wincanton Revolving Credit Agreement will bear interest at daily simple SONIA plus a margin. As of December 31, 2024, the Company had £15 million ($19 million) of borrowings outstanding under this agreement.

Amounts drawn and repaid in 90 days or less under the revolving credit facilities are presented net in the Consolidated Statement of Cash Flows.

Long-Term Debt Maturities


(In millions)	2025		2026		2027		2028		2029		Thereafter
Long-term debt	$	71	$	403	$	402	$	1	$	600	$	900

Factoring Programs

The Company sells certain of its trade receivables on a non-recourse basis to third-party financial institutions under various factoring programs. The Company accounts for these transactions as sales of receivables and presents cash proceeds as cash provided by operating activities in the Consolidated Statements of Cash Flows.

The Company accounts for these transactions as sales because the Company sells full title and ownership in the underlying receivables and control of the receivables is considered transferred. For these transfers, the receivables are removed from the Consolidated Balance Sheets at the date of transfer.

Information related to trade receivables sold was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Receivables sold in period	$	1,856	$	1,110	$	992
Cash consideration	1,843		1,103		988
Net cash provided by operating cash flows	200		21		35

Covenants and Compliance

The covenants in the Five-Year Term Loan, the Delayed Draw Term Loan, the Unsecured Notes and the Revolving Credit Facilities, which are customary for financings of this type, limit the Company’s ability to incur indebtedness and grant liens, among other restrictions. In addition, the facilities require the Company to maintain a consolidated leverage ratio below a specified maximum.

As of December 31, 2024, the Company complied with the covenants contained in its debt and financing arrangements.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/470/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

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-Topic 470
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

+ Details

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Income (Loss) before Taxes Related to the Company’s Domestic and Foreign Operations

Income (loss) before taxes related to the Company’s domestic and foreign operations was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
U.S.	$	(88)	$	97	$	105
Foreign	234		169		159
Income before income taxes	$	146	$	266	$	264

Schedule of Components of Income Tax Expense (Benefit)

The components of income tax expense (benefit) are presented in the following table:


	Year Ended December 31,
(In millions)	2024		2023		2022
Current:
U.S. federal	$	(2)	$	24	$	40
U.S state and local	—		7		2
Foreign	48		43		29
Total current income tax expense	$	46	$	74	$	71
Deferred:
U.S. federal	$	(12)	$	(3)	$	(9)
U.S state and local	(1)		(2)		(3)
Foreign	(25)		(36)		5
Total deferred income tax benefit	$	(38)	$	(41)	$	(7)
Total income tax expense	$	8	$	33	$	64

Schedule of Reconciliation of the Expected U.S. Federal Income Tax Expense (Benefit)

A reconciliation of the expected U.S. federal income tax expense (benefit), calculated by applying the federal statutory rate to the Company’s actual income tax expense (benefit) is presented in the following table:


	Year Ended December 31,
(In millions)	2024		2023		2022
Tax expense at U.S. federal statutory tax rate	$	31	$	56	$	55
State taxes, net of U.S. federal benefit	—		4		(1)
Foreign rate differential	(11)		(14)		(10)
Foreign operations (1)	3		5		15
Contribution- and margin-based taxes	5		5		5
Valuation allowances	(19)		(4)		(3)
Stock-based compensation	1		1		(1)
Intangible assets (2)	—		(17)		—
Transaction costs	8		—		5
Return to Provision	(12)		(3)		(4)
Other	2		—		3
Total income tax expense	$	8	$	33	$	64

(1) Foreign operations include the cost of inclusion of foreign income in the U.S. net of foreign taxes and permanent items related to foreign operations.

(2) In 2023, the Company recorded an income tax benefit related to the rights to use trade names, trademarks and other intellectual property.

Schedule of the Deferred Tax Assets and Deferred Tax Liabilities

The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities are presented in the following table:


	December 31,
(In millions)	2024		2023
Deferred tax assets
Net operating loss and other tax attribute carryforwards	$	92	$	79
Accrued expenses	122		84

Other	22		17
Gross deferred tax assets	236		180
Valuation allowances	(26)		(50)
Total deferred tax assets, net of valuation allowance	210		130
Deferred tax liabilities
Intangible assets	(213)		(105)
Property and equipment	(118)		(78)
Pension and other retirement obligations	(28)		(6)
Other	(18)		(8)
Gross deferred tax liabilities	(377)		(197)
Net deferred tax liability	$	(167)	$	(67)

Schedule of Deferred Tax Asset and Deferred Tax Liability

The deferred tax asset and deferred tax liability above are reflected in the Consolidated Balance Sheets as follows:


	December 31,
(In millions)	2024		2023
Other long-term assets	$	89	$	74
Other long-term liabilities	(256)		(141)
Net deferred tax liability	$	(167)	$	(67)

Schedule of Operating Loss and Tax Credit Carryforwards

The Company’s operating loss and tax credit carryforwards were as follows:


		December 31,
(In millions)	Expiration Date (1)	2024		2023
Federal net operating losses for all U.S. operations	2030	$	17	$	32
Tax effect (before federal benefit) of state net operating losses	Various times starting in 2027	3		2
Federal tax credit carryforwards	n/a	—		4
State tax credit carryforwards	Various times starting in 2025	8		7
Foreign net operating losses available to offset future taxable income	Various times starting in 2025	326		252

(1) Some credits and losses have unlimited carryforward periods.

Schedule of Valuation Allowances

The balances and activity related to the Company’s valuation allowances were as follows:


(In millions)	Beginning Balance		Additions	Reductions	Ending Balance
2024 (1)	$	50	5	(29)	$	26
2023 (2)	$	44	16	(10)	$	50
2022	$	45	3	(4)	$	44

(1) In 2024, the Company released $22 million of valuation allowances in France.

(2) In 2023, due to the PFS Acquisition, the Company acquired $8 million of valuation allowances.

Schedule of Reconciliation of the Beginning Unrecognized Tax Benefits

A reconciliation of the beginning unrecognized tax benefits balance to the ending balance is presented in the following table:


	Year Ended December 31,
(In millions)	2024		2023		2022
Beginning balance	$	4	$	3	$	3
Increases related to positions taken during prior years	—		1		1

Reduction due to expiration of statutes of limitations	—		—		(1)
Settlements with tax authorities	(1)		—		—


Gross unrecognized tax benefits	$	3	$	4	$	3
Total unrecognized tax benefits that, if recognized, would impact the effective income tax rate as of the end of the year	$	3	$	4	$	3

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Operating leases:
Operating lease assets	$ 2,329	$ 2,201
Current operating lease liabilities	647	597
Long-term operating lease liabilities	1,898	1,842
Total operating lease liabilities	2,545	2,439
Finance leases:
Property and equipment, net	$ 239	$ 107
Finance Lease, Right-of-Use Asset, Statement of Financial Position	Property and equipment, net of accumulated depreciation of $1,732 and $1,545	Property and equipment, net of accumulated depreciation of $1,732 and $1,545
Current debt	$ 39	$ 26
Finance Lease, Liability, Current, Statement of Financial Position	Less: Current debt	Less: Current debt
Long-term debt	$ 237	$ 90
Finance Lease, Liability, Noncurrent, Statement of Financial Position	Long-term debt	Long-term debt
Total finance lease liabilities	$ 276	$ 116

Stock-Based Compensation - Schedule of Estimated Fair Value (Details) - PSUs	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award
Weighted average risk free interest rate (as a percent)	4.90%	4.70%	2.50%
Volatility rate (as a percent)	30.00%	32.00%	37.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Leases - Lease Expenses (Details) - USD ($) $ in Millions	12 Months Ended
Leases - Lease Expenses (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease cost	$ 830	$ 751	$ 697
Short-term lease cost	202	225	118
Variable lease cost	153	129	106
Total operating lease cost	1,185	1,105	921
Amortization of leased assets	30	30	30
Interest expense on lease liabilities	10	5	5
Total finance lease cost	40	35	35
Total operating and finance lease cost	$ 1,225	$ 1,140	$ 956

Leases - Narrative (Details) $ in Millions	Dec. 31, 2024 USD ($)
Lessee, Lease, Description
Operating leases that have not yet commenced	$ 98
Minimum
Lessee, Lease, Description
Terms of operating leases	4 years
Maximum
Lessee, Lease, Description
Terms of operating leases	16 years

Debt and Financing Arrangements - Schedule of Trade Receivables Sold (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Receivables sold in period	$ 1,856	$ 1,110	$ 992
Cash consideration	1,843	1,103	988
Net cash provided by operating cash flows	$ 200	$ 21	$ 35

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 413	$ 468
Accounts receivable, net of allowance of $15 and $11	1,799	1,753
Other current assets	429	347
Total current assets	2,641	2,568
Long-term assets
Property and equipment, net of accumulated depreciation of $1,732 and $1,545	1,160	953
Operating lease assets	2,329	2,201
Goodwill	3,549	2,891
Intangible assets, net of accumulated amortization of $618 and $528	986	567
Other long-term assets	601	327
Total long-term assets	8,625	6,939
Total assets	11,266	9,507
Current liabilities
Accounts payable	776	709
Accrued expenses	1,271	966
Current debt	110	27
Current operating lease liabilities	647	597
Other current liabilities	385	327
Total current liabilities	3,189	2,626
Long-term liabilities
Long-term debt	2,521	1,620
Long-term operating lease liabilities	1,898	1,842
Other long-term liabilities	623	473
Total long-term liabilities	5,042	3,935
Commitments and Contingencies (Note 18)
Stockholders’ Equity
Common Stock, $0.01 par value per share; 300,000 shares authorized, 119,496 and 119,057 shares issued and outstanding	1	1
Preferred Stock, $0.01 par value per share; 10,000 shares authorized, none issued and outstanding	0	0
Additional Paid-In Capital (“APIC”)	2,629	2,598
Retained earnings	686	552
Accumulated Other Comprehensive Income (Loss) (“AOCIL”)	(313)	(239)
Total stockholders’ equity before NCI	3,003	2,912
NCI	32	34
Total equity	3,035	2,946
Total liabilities and equity	$ 11,266	$ 9,507

Income Taxes - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Deferred tax assets
Net operating loss and other tax attribute carryforwards	$ 92	$ 79
Accrued expenses	122	84
Other	22	17
Gross deferred tax assets	236	180
Valuation allowances	(26)	(50)
Total deferred tax assets, net of valuation allowance	210	130
Deferred tax liabilities
Intangible assets	(213)	(105)
Property and equipment	(118)	(78)
Pension and other retirement obligations	(28)	(6)
Other	(18)	(8)
Gross deferred tax liabilities	(377)	(197)
Net deferred tax liability	$ (167)	$ (67)

Revenue Recognition - Revenue Disaggregated by Geographic Area (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue
Revenue	$ 11,709	$ 9,778	$ 8,993
United Kingdom
Disaggregation of Revenue
Revenue	5,248	3,664	3,293
United States
Disaggregation of Revenue
Revenue	3,087	2,909	2,861
Netherlands
Disaggregation of Revenue
Revenue	922	831	699
France
Disaggregation of Revenue
Revenue	809	830	729
Spain
Disaggregation of Revenue
Revenue	571	529	488
Italy
Disaggregation of Revenue
Revenue	391	382	331
Other
Disaggregation of Revenue
Revenue	$ 681	$ 633	$ 592

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-4

+ Details

Segment Information - Schedule of Long-lived Assets (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Revenues from External Customers and Long-Lived Assets
Long-lived assets	$ 3,489	$ 3,154
United States
Revenues from External Customers and Long-Lived Assets
Long-lived assets	1,498	1,545
United Kingdom
Revenues from External Customers and Long-Lived Assets
Long-lived assets	1,006	772
Europe
Revenues from External Customers and Long-Lived Assets
Long-lived assets	939	783
Other
Revenues from External Customers and Long-Lived Assets
Long-lived assets	$ 46	$ 54

Leases - Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Finance Leases
2025	$ 46
2026	39
2027	33
2028	28
2029	24
Thereafter	290
Total lease payments	460
Less: Interest	(184)
Present value of lease liabilities	276	$ 116
Operating Leases
2025	763
2026	637
2027	483
2028	308
2029	209
Thereafter	517
Total lease payments	2,917
Less: Interest	(372)
Present value of lease liabilities	$ 2,545	$ 2,439

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

17. Income Taxes

Income (loss) before taxes related to the Company’s domestic and foreign operations was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
U.S.	$	(88)	$	97	$	105
Foreign	234		169		159
Income before income taxes	$	146	$	266	$	264

The components of income tax expense (benefit) are presented in the following table:


	Year Ended December 31,
(In millions)	2024		2023		2022
Current:
U.S. federal	$	(2)	$	24	$	40
U.S state and local	—		7		2
Foreign	48		43		29
Total current income tax expense	$	46	$	74	$	71
Deferred:
U.S. federal	$	(12)	$	(3)	$	(9)
U.S state and local	(1)		(2)		(3)
Foreign	(25)		(36)		5
Total deferred income tax benefit	$	(38)	$	(41)	$	(7)
Total income tax expense	$	8	$	33	$	64

Income tax expense (benefit) for 2024, 2023 and 2022 varied from the amount computed by applying the statutory income tax rate to income (loss) before income taxes. The Company’s U.S. federal statutory tax rate was 21% for 2024, 2023 and 2022. A reconciliation of the expected U.S. federal income tax expense (benefit), calculated by applying the federal statutory rate to the Company’s actual income tax expense (benefit) is presented in the following table:


	Year Ended December 31,
(In millions)	2024		2023		2022
Tax expense at U.S. federal statutory tax rate	$	31	$	56	$	55
State taxes, net of U.S. federal benefit	—		4		(1)
Foreign rate differential	(11)		(14)		(10)
Foreign operations (1)	3		5		15
Contribution- and margin-based taxes	5		5		5
Valuation allowances	(19)		(4)		(3)
Stock-based compensation	1		1		(1)
Intangible assets (2)	—		(17)		—
Transaction costs	8		—		5
Return to Provision	(12)		(3)		(4)
Other	2		—		3
Total income tax expense	$	8	$	33	$	64

(1) Foreign operations include the cost of inclusion of foreign income in the U.S. net of foreign taxes and permanent items related to foreign operations.

(2) In 2023, the Company recorded an income tax benefit related to the rights to use trade names, trademarks and other intellectual property.

The Organisation for Economic Co-operation and Development (“OECD”) issued administrative guidance for the Pillar Two Global Anti-Base Erosion rules (“Pillar Two”), which generally imposes a 15% global minimum tax on multinational companies. Many Pillar Two rules are effective for fiscal years beginning on January 1, 2024, with other aspects to be effective from 2025. The Company continues to monitor legislative developments as the enactments in certain jurisdictions may have an adverse effect on its financial statements.

Components of the Net Deferred Tax Asset or Liability

The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities are presented in the following table:


	December 31,
(In millions)	2024		2023
Deferred tax assets
Net operating loss and other tax attribute carryforwards	$	92	$	79
Accrued expenses	122		84

Other	22		17
Gross deferred tax assets	236		180
Valuation allowances	(26)		(50)
Total deferred tax assets, net of valuation allowance	210		130
Deferred tax liabilities
Intangible assets	(213)		(105)
Property and equipment	(118)		(78)
Pension and other retirement obligations	(28)		(6)
Other	(18)		(8)
Gross deferred tax liabilities	(377)		(197)
Net deferred tax liability	$	(167)	$	(67)

The deferred tax asset and deferred tax liability above are reflected in the Consolidated Balance Sheets as follows:


	December 31,
(In millions)	2024		2023
Other long-term assets	$	89	$	74
Other long-term liabilities	(256)		(141)
Net deferred tax liability	$	(167)	$	(67)

Investments in Foreign Subsidiaries

As of December 31, 2024, the Company maintained a partial indefinite reinvestment assertion on its post- 2017 undistributed foreign earnings.

Operating Loss and Tax Credit Carryforwards

The Company’s operating loss and tax credit carryforwards were as follows:


		December 31,
(In millions)	Expiration Date (1)	2024		2023
Federal net operating losses for all U.S. operations	2030	$	17	$	32
Tax effect (before federal benefit) of state net operating losses	Various times starting in 2027	3		2
Federal tax credit carryforwards	n/a	—		4
State tax credit carryforwards	Various times starting in 2025	8		7
Foreign net operating losses available to offset future taxable income	Various times starting in 2025	326		252

(1) Some credits and losses have unlimited carryforward periods.

Valuation Allowances

The Company established valuation allowances for some of its deferred tax assets, as it is more likely than not that these assets will not be realized in the foreseeable future. The Company concluded that the remaining deferred tax assets will more likely than not be realized, though this is not assured, and as such no valuation allowances have been provided on these assets.

The balances and activity related to the Company’s valuation allowances were as follows:


(In millions)	Beginning Balance		Additions	Reductions	Ending Balance
2024 (1)	$	50	5	(29)	$	26
2023 (2)	$	44	16	(10)	$	50
2022	$	45	3	(4)	$	44

(1) In 2024, the Company released $22 million of valuation allowances in France.

(2) In 2023, due to the PFS Acquisition, the Company acquired $8 million of valuation allowances.

Unrecognized Tax Benefits

A reconciliation of the beginning unrecognized tax benefits balance to the ending balance is presented in the following table:


	Year Ended December 31,
(In millions)	2024		2023		2022
Beginning balance	$	4	$	3	$	3
Increases related to positions taken during prior years	—		1		1

Reduction due to expiration of statutes of limitations	—		—		(1)
Settlements with tax authorities	(1)		—		—


Gross unrecognized tax benefits	$	3	$	4	$	3
Total unrecognized tax benefits that, if recognized, would impact the effective income tax rate as of the end of the year	$	3	$	4	$	3

The Company could reflect a reduction to unrecognized tax benefits of approximately $3 million over the next 12 months due to statutes of limitations expirations or because tax positions are sustained on audit.

The Company is subject to taxation in the U.S. and foreign jurisdictions. As of December 31, 2024, there is no ongoing examinations in the United States. Various foreign tax returns for years after 2009 are open under relevant statutes of limitations and are subject to audit.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
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-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

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+ Details

Employee Benefit Plans - Schedule of Amounts Recognized in Other Comprehensive Income (Details) - Pension Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Operating income
Net gain (loss)	$ (64)	$ 1	$ (51)
Amortization prior-service credit and net loss	3	2	0
Other comprehensive income (loss)	$ (61)	$ 3	$ (51)

- Definition

Amount, before tax, after reclassification adjustment, of (increase) decrease in accumulated other comprehensive income for defined benefit plan.

+ References + Details

Income Taxes - Reconciliation of the Beginning Unrecognized Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Unrecognized Tax Benefits
Beginning balance	$ 4	$ 3	$ 3
Increases related to positions taken during prior years	0	1	1
Reduction due to expiration of statutes of limitations	0	0	(1)
Settlements with tax authorities	(1)	0	0
Gross unrecognized tax benefits	3	4	3
Total unrecognized tax benefits that, if recognized, would impact the effective income tax rate as of the end of the year	$ 3	$ 4	$ 3

Segment Reporting - Narrative (Details)	12 Months Ended
Segment Reporting - Narrative (Details)	Dec. 31, 2024 segment
Segment Reporting [Abstract]
Number of operating segments	3
Number of reportable segments	1

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Restructuring Charges and Other

12 Months Ended

Dec. 31, 2024

Restructuring and Related Activities [Abstract]

Restructuring Charges and Other

16. Restructuring Charges and Other

Restructuring costs and other primarily related to severance, including projects to optimize the Company’s finance, human resources and information technology functions, and closing certain corporate and administrative offices, which were not associated with customer attrition.

The following table summarizes changes in the restructuring liability, which is included within Other current liabilities in the Consolidated Balance Sheets.


(In millions)
Balance as of December 31, 2023	$	7
Charges incurred	27
Payments	(24)

Balance as of December 31, 2024	$	10

The remaining severance liability at December 31, 2024, is expected to be substantially paid within 12 months.

Consolidated Statements of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net income	$ 138	$ 233	$ 200
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization expense	415	361	329
Stock-based compensation expense	39	35	33
Deferred tax benefit	(38)	(41)	(7)
Other	1	23	(17)
Changes in operating assets and liabilities
Accounts receivable	118	(17)	(71)
Other assets	(54)	28	24
Accounts payable	23	(3)	45
Accrued expenses and other liabilities	(93)	(61)	6
Net cash provided by operating activities	549	558	542
Cash flows from investing activities:
Capital expenditures	(359)	(274)	(342)
Proceeds from sale of property and equipment	61	18	40
Acquisition of business, net of cash acquired	(863)	(149)	(876)
Cross-currency swap agreements settlement	4	(3)	21
Other	0	(2)	8
Net cash used in investing activities	(1,157)	(410)	(1,149)
Cash flows from financing activities:
Proceeds from debt, net	1,090	0	917
Repayments of debt, net	(408)	(140)	(82)
Repayments of finance lease obligations	(45)	(29)	(33)
Taxes paid related to net share settlement of equity awards	(8)	(12)	(16)
Other	7	(5)	1
Net cash provided by (used in) financing activities	636	(186)	787
Effect of exchange rates on cash and cash equivalents	(13)	13	(18)
Net increase (decrease) in cash, restricted cash and cash equivalents	15	(25)	162
Cash, restricted cash and cash equivalents, beginning of year	470	495	333
Cash, restricted cash and cash equivalents, end of year	485	470	495
Reconciliation of cash, restricted cash and cash equivalents
Cash and cash equivalents	413	468	495
Restricted cash (included in Other long-term assets)	72	2	0
Total cash, restricted cash and cash equivalents	485	470	495
Supplemental cash flow information:
Cash paid for interest, net	97	57	34
Cash paid for income taxes, net	43	84	111
Noncash investing and financing activities:
Common stock issued for acquisition	$ 0	$ 0	$ 204

Basis of Presentation and Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation and Significant Accounting Policies

2. Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The Company’s Consolidated Financial Statements include the accounts of GXO Logistics, Inc. and its majority-owned subsidiaries and variable interest entities where the Company is the primary beneficiary. The Company has eliminated intercompany accounts and transactions. Certain amounts reported for prior years have been reclassified to conform to the current year’s presentation.

Use of Estimates

The preparation of Consolidated Financial Statements in conformity with GAAP requires the use of estimates, judgments and assumptions that affect the reported amounts in the Consolidated Financial Statements and accompanying notes. The Company bases its estimates and judgments on historical information and on various other assumptions that it believes are reasonable under the circumstances. GAAP requires the Company to make estimates and judgments in several areas, including, but not limited to, those related to revenue recognition, income taxes, loss contingencies, defined benefit plans, valuation of long-lived assets including goodwill and intangible assets and their associated estimated useful lives, collectability of accounts receivable and the fair value of financial instruments. Actual results may vary from those estimates.

Significant Accounting Policies

Cash, Restricted Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less on the date of purchase to be cash equivalents. Restricted cash primarily consists of cash deposited in relation to a contingency, and cash collateralizing operating obligations. Restricted cash is recorded in Other long-term assets on the

Consolidated Balance Sheets. See Note 18. “Commitments and Contingencies” for additional information regarding the contingency.

Accounts Receivable and Allowance for Credit Losses

Accounts receivable represents the Company’s unconditional right to receive consideration from its customers. The Company records accounts receivable at the contractual amount and records an allowance for doubtful accounts for the amount it estimates it may not collect. In determining the allowance for doubtful accounts, the Company considers historical collection experience, the age of the accounts receivable balances, the credit quality and risk of its customers, any specific customer collection issues, current economic conditions and other factors that may impact its customers’ ability to pay. The Company writes off accounts receivable balances once the receivables are no longer deemed collectible.

The roll forward of the allowance for doubtful accounts was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Beginning balance	$	11	$	12	$	13
Provisions charged to expense	16		10		5
Write-offs, less recoveries, and foreign exchange translation	(12)		(11)		(6)
Ending balance	$	15	$	11	$	12

Property and Equipment

Property and equipment, which includes assets recorded under finance leases, are stated at cost less accumulated depreciation or, in the case of property and equipment acquired in a business combination, at fair value at the date of acquisition. Maintenance and repair expenditures are charged to expenses as incurred.

For internally developed computer software, all costs incurred during the planning and evaluation stages are expensed as incurred. Software development costs are capitalized once the preliminary project stage is complete and it is probable that the project will be completed and the software will be used to perform the function intended.

Depreciation is computed using the straight-line method over the estimated useful lives of the assets or the remaining lease term, whichever is shorter. Land and assets held within construction in progress are not depreciated.

The estimated useful lives of property and equipment are described below:


						Estimated Useful Life
Buildings						40 years
Leasehold improvements						Shorter of useful life or term of lease
Warehouse equipment, fleet and other						3 to 15 years
Technology and automated systems						3 to 15 years
Computer equipment						1 to 5 years
Internal-use software						1 to 5 years

Lease Obligations

The Company has operating leases primarily for real estate, warehouse equipment, material handling equipment, trucks, trailers and containers and finance leases for equipment. The Company determines if an arrangement is a lease at inception. For leases with terms greater than 12 months, the Company recognizes lease assets and liabilities at the lease commencement date based on the present value of the lease payments over the lease term.

For most of the Company’s leases, the implicit rate cannot be readily determined and, as a result, the Company uses the incremental borrowing rates at the commencement date to determine the present value of future lease payments. For leases that include fixed rental payments for both the use of the asset (“lease costs”) as well as for other occupancy or service costs relating to the asset (“non-lease costs”), the Company generally includes both the lease costs and non-lease costs as a single lease component in the measurement of the lease asset and liability. Certain lease agreements include rental payments based on changes in the consumer price index (“CPI”). Lease liabilities are not remeasured as a result of changes in the CPI; instead, changes in the CPI are treated as variable lease payments and are excluded from the measurement of the right-of-use asset and lease liability. These payments are recognized in the period in which the related obligation is incurred.

Lease agreements may contain rent escalation clauses, renewal or termination options, rent holidays or certain landlord incentives, including tenant improvement allowances. Lease expense is recognized on a straight-line basis over the non-cancelable lease term and renewal periods that are considered reasonably certain. Amounts received from a landlord are included as a reduction to the lease asset and are included within operating activities on the Consolidated Statement of Cash Flows.

Goodwill and Intangible Assets

The Company records goodwill as the excess of the consideration transferred over the fair value of net assets acquired in business combinations. Goodwill is tested for impairment at the reporting unit level, which is an operating segment, or one level below. The Company has three reporting units: i) Americas and Asia-Pacific, ii) United Kingdom and Ireland and iii) Continental Europe. The Company measures goodwill impairment, if any, as the amount by which the carrying amount of the reporting unit exceeds its fair value, not to exceed the carrying amount of goodwill.

The Company performed its annual goodwill impairment test on November 1. The review of goodwill impairment consists of either using a qualitative approach to determine whether it is more likely than not that the fair value of the assets is less than their respective carrying values or a one-step quantitative impairment test. In performing the qualitative assessment, the Company considers many factors in evaluating whether the carrying value of goodwill may not be recoverable, including declines in the Company’s stock price, market capitalization of the Company and macroeconomic conditions. If, based on the results of the qualitative assessment, it is concluded that it is not more likely than not that the fair value of a reporting unit exceeds its carrying value, additional quantitative impairment testing is performed. The quantitative test requires that the carrying value of each reporting unit be compared with its estimated fair value. If the carrying value of a reporting unit is greater than its fair value, a goodwill impairment charge will be recorded for the difference (up to the carrying value of goodwill). The Company uses the income approach and/or a market-based approach to determine the reporting units’ fair values. The determination of discounted cash flows used in the income approach requires significant estimates and assumptions. Due to the inherent uncertainty involved in making these estimates, actual results could differ from those estimates.

The Company’s intangible assets consist of customer relationships, trade names, trademarks, and developed technology which are amortized on a straight-line basis or over the period the economic benefits are expected to be realized. The Company reviews its intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable.

Impairment of Long-lived Assets

The Company reviews long-lived assets to be held-and-used for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. If an impairment indicator is present, the Company evaluates recoverability by comparing the carrying amount of the asset group to the sum of the undiscounted expected future cash flows over the remaining useful life of a long-lived asset group. If the assets are impaired, an impairment loss is measured as the amount by which the carrying amount of the asset group

exceeds the fair value of the asset. The Company estimates fair value using the expected future cash flows discounted at a rate consistent with the risks associated with the recovery of the asset.

Revenue Recognition

The Company generates revenue by providing logistics services for its customers, including warehousing and distribution, order fulfillment, reverse logistics, packaging and labeling, factory and aftermarket support and inventory management ranging from a few months to a few years. Generally, the Company’s contracts provide the customer an integrated service that includes two or more services, including but not limited to facility and equipment costs, construction, repair and maintenance services and labor. For these contracts, the Company does not consider the services to be distinct within the context of the contract when the separate scopes of work combine into a single commercial objective or capability for the customer. Accordingly, the Company generally identifies one performance obligation in its contracts, which is a series of distinct services that remain substantially the same over time and possess the same pattern of transfer.

Revenue is recognized using the series guidance over the period in which services are provided under the terms of the Company’s contractual relationships with its customers. The transaction price is based on the amount specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration in a contract represents reimbursement for warehouse, technology and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration is comprised of cost reimbursement based on the costs incurred, per-unit pricing is determined based on units provided and time and materials pricing is based on the hours of services provided. The variable consideration component is recognized over time based on the level of activity. Generally, pricing can be adjusted based on contractual provisions related to achieving agreed-upon performance metrics, changes in volumes, services and market conditions. Revenue relating to these pricing adjustments is estimated and included in the consideration if it is probable that a significant revenue reversal will not occur in the future. The estimate of variable consideration is determined by the expected value or most likely amount method and factors in current, past and forecasted experience with the customer. Customers are billed based on terms specified in the revenue contract and they pay us according to approved payment terms.

Contract Assets and Liabilities

Contract assets consist of two components: customer acquisition costs and costs to fulfill a contract. The Company capitalizes direct and incremental costs incurred to obtain and to fulfill a contract in advance of revenue recognition, such as certain labor, third-party service and related product costs. These costs are recognized as an asset if the Company expects to recover them. Contract assets are recognized consistent with the transfer of the underlying performance obligations to the customer based on the specific contracts to which they relate. Contract assets are amortized to Direct operating expense in the Consolidated Statements of Operations over the contract term.

Contract liabilities represent the Company’s obligation to transfer services to a customer for which the Company has received consideration or the amount that is due from the customer.

Derivative Instruments

The Company records all its derivative financial instruments on the Consolidated Balance Sheets as assets or liabilities measured at fair value. For derivatives designated as a hedge, and effective as part of a hedge transaction, the effective portion of the gain or loss on the hedging derivative instrument is reported as a component of other comprehensive income or as a basis adjustment to the underlying hedged item and reclassified to earnings in the year in which the hedged item affects earnings. The effective portion of the gain or loss on hedges of foreign net investments is generally not reclassified to earnings unless the net investment is disposed. To the extent derivatives do not qualify or are not designated as hedges, or are ineffective, their changes in fair value are recorded in earnings immediately, which may subject us to increased earnings volatility.

Stock-Based Compensation

The Company accounts for stock-based compensation based on the equity instrument’s grant date fair value. Stock compensation expense is recognized using the straight-line method, based on the grant date fair value, over the requisite service period of the award, which is generally the vesting term. For grants of stock options, the Company determines the fair value based on the Black-Scholes option-pricing model. For grants of restricted stock units (“RSU”) subject to service-based or performance-based vesting conditions only, the Company establishes the fair value based on the market price on the date of the grant. For grants of restricted stock awards (“RSA”) the fair value is equal to the fair market value of the Company’s common stock on the date of grant. These shares vest and are issued upon grant. For grants of awards subject to market-based vesting conditions (“PSU”), the Company determines the fair value based on a Monte Carlo simulation model. The Company accounts for forfeitures as they occur.

Earnings per Share

Basic earnings per share (“EPS”) is based upon net earnings available to common stockholders divided by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by giving effect to all potentially dilutive stock awards that were outstanding. The computation of diluted earnings per share excludes the effect of the potential exercise of stock-based awards when the effect of the potential exercise would be anti-dilutive. For the years ended December 31, 2024, 2023 and 2022, the number of common shares excluded from diluted shares outstanding was 1.1 million, 1.5 million and 2.0 million, respectively, because the effect of including those common shares in the calculation would have been anti-dilutive.

Defined Benefit Plans

The Company calculates its employer-sponsored retirement plan obligations using various actuarial assumptions and methodologies. Assumptions include discount rates, expected long-term rate of return on plan assets, mortality rates and other factors. The assumptions used in recording the projected benefit obligation and fair value of plan assets represent the Company’s best estimates based on available information regarding historical experience and factors that may cause future expectations to differ. The Company’s obligation and future expense amounts could be materially impacted by differences in experience or changes in assumptions.

The Company determines the net periodic benefit cost of the plans using assumptions regarding the projected benefit obligation and the fair value of the plan assets as of the beginning of the year. Net periodic benefit cost is recorded within Other income, net in the Consolidated Statement of Operations. The Company calculates the funded status of the defined benefit plan as the difference between the projected benefit obligation and the fair value of the plan assets.

The impact of plan amendments, actuarial gains and losses and prior-service costs are recorded in AOCIL and are generally amortized as a component of net periodic benefit cost over the remaining service period of the active employees covered by the defined benefit pension plans. Cumulative gains and losses over 10% of the greater of the beginning of year benefit obligation or fair value of the plan assets are amortized over the expected average life expectancy.

Income Taxes

The Company accounts for income taxes using the asset and liability method on a legal entity and jurisdictional basis, under which the Company recognizes the amount of taxes payable or refundable for the current year and deferred tax assets and liabilities for the future tax consequences of events that have been recognized in the Consolidated Financial Statements or tax returns. The calculation of the annual effective tax rate relies on several factors including pre-tax earnings, various jurisdiction statutory tax rates, tax credits, uncertain tax positions, valuation allowances and differences between tax laws and accounting laws. The effective tax rate in any financial

statement period may be materially impacted by changes in the blend and/or level of earnings by individual taxing jurisdictions.

If the Company considers that a tax position is more likely than not to be sustained upon audit, based solely on the technical merits of the position, presuming an examination by a taxing authority with full knowledge of all relevant information, the Company recognizes all or a portion of the benefit. Valuation allowances are established when it is more likely than not that the Company’s deferred tax assets will not be realized based on all available evidence.

The Company uses judgments and estimates in evaluating its tax positions. The Company’s tax returns are subject to examination by U.S. Federal, state and local and foreign taxing jurisdictions. The Company regularly assesses the potential outcomes of these examinations and any future examinations for the current or prior years. The Company recognizes tax benefits from uncertain tax positions only if based on the technical merits of the position it is more likely than not that the tax positions will be sustained upon audit. The Company adjusts these tax liabilities, including related interest and penalties, based on the current facts and circumstances. The Company reports tax-related interest and penalties as a component of income tax expense.

Foreign Currency Translation and Transactions

The assets and liabilities of the Company’s foreign subsidiaries that use their local currency as their functional currency are translated to U.S. dollars (“USD”) using the exchange rate prevailing at each balance sheet date, with balance sheet currency translation adjustments recorded in AOCIL in the Consolidated Balance Sheets. The Company converts foreign currency transactions recognized in the Consolidated Statements of Operations to USD by applying the exchange rate prevailing on the date of the transaction. Gains and losses arising from foreign currency transactions and the effects of remeasuring monetary assets and liabilities are recorded in Other income, net in the Consolidated Statements of Operations.

Adoption of New Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of incremental segment information on an annual and interim basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. The Company adopted the guidance for the fiscal year ended December 31, 2024. Adopting this new standard resulted in additional disclosure within the Company’s Consolidated Financial Statements, see Note 5. “Segment Information.”

Accounting Pronouncements Issued But Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which provides for expanded disclosures primarily related to income taxes paid and the rate reconciliation. The amendments are effective prospectively for annual periods beginning after December 15, 2024, and early adoption and retrospective application are permitted. The Company is currently evaluating the impact of this ASU on its Consolidated Financial Statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This standard requires all public companies to disclose more detailed information about certain costs and expenses in the notes to the financial statements at interim and annual reporting periods. This standard is effective for annual reporting periods beginning after December 15, 2026, with early adoption permitted. The Company is currently evaluating the impact of the disclosure requirements about specific expense categories in its Consolidated Financial Statements.

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2024

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

The components of accrued expenses were as follows:


	December 31,
(In millions)	2024		2023
Salaries, benefits and withholding	$	460	$	362
Facility and transportation charges	422		346
Value-added tax and other taxes	213		136
Interest	20		9
Other	156		113
Total accrued expenses	$	1,271	$	966

Acquisition - Schedule of Fair Value of Assets Acquired and Liabilities Assumed at Acquisition Date (Details) € in Millions, $ in Millions	Apr. 29, 2024 USD ($)	Apr. 29, 2024 EUR (€)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Long-term liabilities
Goodwill recorded			$ 3,549	$ 2,891	$ 2,728
Wincanton
Current assets
Cash and cash equivalents	$ 90
Accounts receivable	241
Other current assets	70
Total current assets	401
Long-term assets
Property and equipment	137
Operating lease assets	166
Intangible assets	539
Other long-term assets	151
Total long-term assets	993
Total assets	1,394
Current liabilities
Accounts payable	70
Accrued expenses	313
Current debt	10
Current operating lease liabilities	22
Other current liabilities	123
Total current liabilities	538
Long-term liabilities
Long-term debt	211
Long-term operating lease liabilities	144
Other long-term liabilities	269
Total long-term liabilities	624
Total liabilities	1,162
Net assets purchased	232
Purchase price paid	958	€ 762
Goodwill recorded	$ 726
Weighted-average amortization period (in years)	12 years 6 months	12 years 6 months
Realized foreign currency gains	$ 5

Income Taxes - Reconciliation of the Expected U.S. Federal Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Tax expense at U.S. federal statutory tax rate	$ 31	$ 56	$ 55
State taxes, net of U.S. federal benefit	0	4	(1)
Foreign rate differential	(11)	(14)	(10)
Foreign operations	3	5	15
Contribution- and margin-based taxes	5	5	5
Valuation allowances	(19)	(4)	(3)
Stock-based compensation	1	1	(1)
Intangible assets	0	(17)	0
Transaction costs	8	0	5
Return to Provision	(12)	(3)	(4)
Other	2	0	3
Total income tax expense	$ 8	$ 33	$ 64

Employee Benefit Plans - Narrative (Details) £ in Millions, $ in Millions			12 Months Ended
	Apr. 29, 2024 USD ($)	Apr. 29, 2024 GBP (£)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
United Kingdom
Defined Benefit Plan Disclosure
Estimate of company contribution			$ 1
Pension Plan
Defined Benefit Plan Disclosure
Assets assumed from Wincanton acquisition			1,032	$ 0
Defined contribution plan			$ 92	$ 66	$ 54
Pension Plan \| Defined Benefit Plan, Gilts And Cash \| U.K. Retirement Plan \| United Kingdom
Defined Benefit Plan Disclosure
Target strategic asset allocation			75.00%
Pension Plan \| Defined Benefit Plan, Growth And Income Assets \| U.K. Retirement Plan \| United Kingdom
Defined Benefit Plan Disclosure
Target strategic asset allocation			25.00%
Wincanton \| Pension Plan
Defined Benefit Plan Disclosure
Assets assumed from Wincanton acquisition	$ 137	£ 109

Revenue Recognition - Revenue Disaggregated by Industry Sector (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue
Revenue	$ 11,709	$ 9,778	$ 8,993
Omnichannel retail
Disaggregation of Revenue
Revenue	5,360	4,100	3,649
Technology and consumer electronics
Disaggregation of Revenue
Revenue	1,541	1,467	1,337
Industrial and manufacturing
Disaggregation of Revenue
Revenue	1,339	1,078	1,076
Food and beverage
Disaggregation of Revenue
Revenue	1,331	1,331	1,327
Consumer packaged goods
Disaggregation of Revenue
Revenue	1,259	1,027	915
Other
Disaggregation of Revenue
Revenue	$ 879	$ 775	$ 689

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

+ References

+ Details

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	19. Subsequent Events Share Repurchase Program On February 18, 2025, the GXO board of directors authorized the repurchase by the Company of up to $500 million (the “Repurchase Plan”) of its common stock, effective immediately. The Repurchase Plan permits shares of common stock to be repurchased from time to time in management’s discretion, through a variety of methods, including a 10b5-1 trading plan, open market purchases, privately negotiated transactions or otherwise. The timing and number of shares of common stock repurchased will depend on a variety of factors, including price, general business and market conditions, alternative investment opportunities and funding considerations. The Company intends to fund the repurchases from existing cash, borrowings on the Company’s revolving credit facility and/or other financing sources. The Repurchase Plan does not obligate the Company to repurchase any specific number of shares of common stock and may be suspended or discontinued at any time.

Organization (Details)	12 Months Ended
Organization (Details)	Dec. 31, 2024 segment $ / shares	Dec. 31, 2023 $ / shares	Aug. 02, 2021 $ / shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments \| segment	1
Common stock, par value (in dollars per share) \| $ / shares	$ 0.01	$ 0.01	$ 0.01

Employee Benefit Plans

12 Months Ended

Dec. 31, 2024

Retirement Benefits [Abstract]

Employee Benefit Plans

15. Employee Benefit Plans

Pension Plans

Certain eligible employees of the Company participated in various retirement plans in Europe. The Company sponsors a defined benefit pension scheme in the U.K. (the “GXO U.K. Retirement Plan”). In connection with the Wincanton Acquisition, the Company assumed multiple pension schemes covering certain employees in the U.K. and Ireland (the “Wincanton Retirement Plan”). The Company recognized £109 million ($137 million) of assets on the acquisition date, reflecting the funded status of the Wincanton Retirement Plan which is recorded in Other long-term assets. The GXO U.K. Retirement Plan and the Wincanton Retirement Plan (collectively the “U.K. Retirement Plans”) do not allow for new plan participants or additional benefit accruals.

Other than the U.K. Retirement Plans, the Company deems other retirement plans to be immaterial to its Consolidated Financial Statements and are excluded from the disclosure below.

U.K. Retirement Plans

A reconciliation of the projected benefit obligation, fair value of the plan and the funded status, the amount recognized in financial statements, the assumptions used, the plan assets and funding requirements are shown below.

The change in the projected benefit obligation was as follows:


	December 31,
(In millions)	2024		2023
Projected benefit obligation at beginning of year	$	830	$	788
Liabilities assumed from Wincanton acquisition	895		—
Interest cost	69		40
Actuarial (gain) loss (1)	(73)		9
Settlements	(2)		—
Benefits paid	(86)		(48)
Foreign currency exchange rate changes	(16)		41
Projected benefit obligation at end of year	$	1,617	$	830

(1) Actuarial gains or losses are due to changes in the discount and mortality rates.

The change in the fair value of the plan assets and funded status was as follows:


	December 31,
(In millions)	2024		2023
Fair value of plan assets at beginning of year	$	883	$	826
Assets assumed from Wincanton acquisition	1,032		—
Actual return on plan assets	(44)		60
Employer contributions	3		1
Settlements	(2)		—
Benefits paid	(86)		(48)
Foreign currency exchange rate changes	(16)		44
Fair value of plan assets at end of year	$	1,770	$	883
Funded status of the plan assets at end of year (1)	$	153	$	53

(1) Funded status is recorded within Other long-term assets.

The amounts included in AOCIL that have not yet been recognized in net periodic benefit cost were as follows:


	December 31,
(In millions)	2024		2023
Net actuarial loss	$	(211)	$	(156)
Prior-service credit	13		14
Net loss recognized in AOCIL	$	(198)	$	(142)

The components of net periodic benefit cost recognized were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Interest cost component	$	(69)	$	(40)	$	(21)
Expected return on plan assets for the period	93		50		54
Amortization of prior-service credit	1		1		—
Amortization of net loss	(4)		(3)		—
Net periodic pension income recognized (1)	$	21	$	8	$	33

(1) Net periodic pension income is recorded within Other income, net.

The amount recognized in other comprehensive income was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Net gain (loss)	$	(64)	$	1	$	(51)
Amortization prior-service credit and net loss	3		2		—
Other comprehensive income (loss)	$	(61)	$	3	$	(51)

The weighted-average assumptions used to determine the projected benefit obligation and the net periodic benefit cost were as follows:


	Year Ended December 31,
	2024		2023
Weighted average assumptions used to determine benefit obligation at December 31:
Discount rate	5.50	%	4.77	%
Rate of compensation increase (1)	—	%	—	%
Weighted average assumptions used to determine net periodic benefit cost for the year ended December 31:
Discount rate	5.02	%	5.03	%
Rate of compensation increase (1)	—	%	—	%
Expected long-term rate of return on plan assets	5.91	%	6.10	%

(1) No rate of compensation increase was assumed as the plans are frozen to additional participant benefit accruals.

The Company’s U.K. Retirement Plans’ assets are invested by its trustees, which include representatives of the Company, to meet each of the U.K. Retirement Plans’ projected future pension liabilities. The target asset allocations for our pension plans are based upon analyzing the timing and amount of projected benefit payments, projected company contributions, the expected returns and risk of the asset classes and the correlation of those returns. The target strategic asset allocation for the U.K. Retirement Plans consists of approximately 75% liability-driven investments, intended to minimize market and interest rate risks, and approximately 25% growth and income assets. The actual asset allocations of the U.K. Retirement Plans are in line with the target asset allocations.

The fair values of investments held in the pension plans by major asset category were as follows:


		December 31,
(In millions)	Level	2024		2023
Cash and cash equivalents	Level 1	$	17	$	11
Fixed income securities	Level 1	2		21
Cash and cash equivalents	Level 2	123		—
Money market	Level 2	—		18
Equities	Level 2	93		134
Fixed income securities	Level 2	1,719		890

Repurchase agreements (1)	Level 2	(388)		(266)
Total net assets in fair value hierarchy		$	1,566	$	808
Private markets (2)		204		75

Investments, at fair value		$	1,770	$	883


(In millions)	2025		2026		2027		2028		2029		2030-2035
Expected payments	$	103	$	108	$	112	$	112	$	114	$	584

The Company’s funding practice is to evaluate the tax and cash position, and the funded status of the plan, in determining the planned contributions. The Company estimates that it will contribute approximately $1 million to the U.K. Retirement Plan in 2025.

Defined Contribution Plans

The Company has defined contribution retirement plans for its U.S. employees and employees of certain foreign subsidiaries. The Company’s contributions for the years ended December 31, 2024, 2023 and 2022, were $92 million, $66 million and $54 million, respectively. Defined contribution costs were primarily recorded in Direct operating expense in the Consolidated Statements of Operations.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 70
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480794/715-70-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480482/715-20-55-17

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iv)(03)
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/715/tableOfContent

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iii)
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (o)
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480126/715-20-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 60
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480266/715-60-50-3

+ Details

Commitment and Contingencies (Details) € in Millions, $ in Millions		12 Months Ended
	Jul. 10, 2024 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Jan. 31, 2025 USD ($)	Jan. 31, 2025 EUR (€)	Dec. 31, 2024 EUR (€)	Jul. 02, 2024 EUR (€)
Loss Contingencies
Damages awarded	$ 45
Litigation expense		$ 59	$ 0	$ 0
Alleged amount of possible loss		87						€ 84
2024 Deposit
Loss Contingencies
Deposit amount		$ 70					€ 68
January 2025 Deposit \| Subsequent Event
Loss Contingencies
Deposit amount					$ 17	€ 16

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Stockholders’ Equity (Details) - USD ($) $ in Millions	12 Months Ended
Stockholders’ Equity (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	$ 2,946	$ 2,678	$ 2,390
Other comprehensive income (loss), net of tax	(77)	16	(127)
Ending balance	3,035	2,946	2,678
Foreign Currency Translation Adjustments
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(83)	(156)	(38)
Other comprehensive income (loss) before reclassifications	(113)	72	(119)
Amounts reclassified to net income	0	0	0
Tax amounts	1	1	(1)
Other comprehensive income (loss), net of tax	(112)	73	(120)
Other			2
Ending balance	(195)	(83)	(156)
Net Investment Hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(47)	7	(15)
Other comprehensive income (loss) before reclassifications	108	(66)	36
Amounts reclassified to net income	(7)	(3)	(7)
Tax amounts	(23)	15	(7)
Other comprehensive income (loss), net of tax	78	(54)	22
Other			0
Ending balance	31	(47)	7
Cash Flow Hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	5	7	0
Other comprehensive income (loss) before reclassifications	(1)	(3)	9
Amounts reclassified to net income	0	0	0
Tax amounts	0	1	(2)
Other comprehensive income (loss), net of tax	(1)	(2)	7
Other			0
Ending balance	4	5	7
Defined Benefit Plans
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(113)	(112)	(76)
Other comprehensive income (loss) before reclassifications	(60)	(3)	(49)
Amounts reclassified to net income	3	2	0
Tax amounts	15	0	13
Other comprehensive income (loss), net of tax	(42)	(1)	(36)
Other			0
Ending balance	(155)	(113)	(112)
Less: AOCIL attributable to NCI
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(1)	0	(1)
Other comprehensive income (loss) before reclassifications	3	(1)	1
Amounts reclassified to net income	0	0	0
Tax amounts	0	0	0
Other comprehensive income (loss), net of tax	3	(1)	1
Other			0
Ending balance	2	(1)	0
AOCIL attributable to GXO
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(239)	(254)	(130)
Other comprehensive income (loss) before reclassifications	(63)	(1)	(122)
Amounts reclassified to net income	(4)	(1)	(7)
Tax amounts	(7)	17	3
Other comprehensive income (loss), net of tax	(74)	15	(126)
Other			2
Ending balance	$ (313)	$ (239)	$ (254)

Fair Value Measurements and Financial Instruments

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements and Financial Instruments

11. Fair Value Measurements and Financial Instruments

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The levels of inputs used to measure fair value are:

•Level 1—Quoted prices for identical instruments in active markets;

•Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets; and

•Level 3—Valuations based on inputs that are unobservable, utilizing pricing models or other valuation techniques that reflect management’s judgment and estimates.

Assets and liabilities

The Company bases its fair value estimates on market assumptions and available information. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and current maturities of long-term debt approximated their fair values as of December 31, 2024 and 2023, due to their short-term nature.

Debt

The fair value of debt was as follows:


		December 31, 2024				December 31, 2023
(In millions)	Level	Fair Value		Carrying Value		Fair Value		Carrying Value
Unsecured notes due 2026	2	$	380	$	399	$	362	$	398
Unsecured notes due 2029	2	617		593		—		—
Unsecured notes due 2031	2	336		397		326		397
Unsecured notes due 2034	2	514		490		—		—
Three-Year Term Loan due 2025	2	49		50		231		235
Five-Year Term Loan due 2027	2	394		399		493		499

Financial Instruments

The Company directly manages its exposure to risks arising from business operations and economic factors, including fluctuations in interest rates and foreign currencies. The Company uses derivative instruments to manage the volatility related to these exposures. The objective of these derivative instruments is to reduce fluctuations in earnings and cash flows associated with changes in foreign currency exchange rates and interest rates. These financial instruments are not used for trading or other speculative purposes. The Company does not expect to incur any losses as a result of counterparty default.

Net Investment Hedges

The Company uses fixed-to-fixed or variable-to-variable cross-currency swap agreements to hedge its net investments in foreign operations against future volatility in the exchange rates between the U.S. dollar and the associated foreign currencies. The Company designated these cross-currency swap agreements as qualifying hedging instruments and accounts for them as net investment hedges. During 2024, the Company amended four cross-currency swaps with an aggregate notional amount of $315 million maturing in 2027 and 2028 and cross-currency swaps with an aggregate notional amount of $165 million matured. The Company entered into five new cross-currency swaps with an aggregate notional amount of $500 million, maturing in 2025 and 2029.

Interest Rate Swap Agreements

The Company uses interest rate swap agreements to hedge the variability of cash flows resulting from floating interest rate borrowings. The Company designated these interest rate swap agreements as qualifying hedging instruments and accounts for them as cash flow hedges. When an interest rate swap agreement qualifies for hedge accounting as a cash flow hedge, the changes in the fair value are recorded in equity as a component of AOCIL and are reclassified into Interest expense, net over the life of the underlying debt, as interest on the Company’s floating rate debt is accrued. During 2024, an interest rate swaps agreement with a notional amount of $125 million matured.

Foreign Currency Exchange Rate Risk

The Company is exposed to certain risks relating to its ongoing business operations, including foreign currency exchange rate risk. The Company uses foreign currency options and forward contracts to mitigate the risk of a reduction in the value of earnings from its operations that use the Euro or British pound sterling as their functional currency. Additionally, the Company uses foreign currency forward contracts to mitigate exposure from variability of cash flows related to the forecasted interest and principal payments on intercompany loans. The foreign currency forward contracts generally expire within 12 months. While these derivatives are hedging the fluctuations in foreign currencies, they do not meet the requirements to be accounted for as hedging instruments.

Derivatives

The notional amount and fair value of derivative instruments were as follows:


	December 31,
	2024				2023
(In millions)	Notional Amount		Fair Value		Notional Amount		Fair Value		Balance Sheet Location
Derivatives designated as net investment hedges:
Cross-currency swap agreements	$	270	$	12	$	—	$	—	Other current assets
Cross-currency swap agreements	1,177		48		487		3		Other long-term assets
Cross-currency swap agreements	98		7		165		7		Other current liabilities
Cross-currency swap agreements	325		2		883		49		Other long-term liabilities

Derivatives designated as cash flow hedge:
Interest rate swaps	$	—	$	—	$	125	$	2	Other current assets
Interest rate swaps	125		3		125		3		Other long-term assets

Derivatives not designated as hedges
Foreign currency option contracts	$	300	$	13	$	397	$	8	Other current assets
Foreign currency option contracts	26		—		—		—		Other current liabilities
Foreign currency forward contracts	—		—		1		—		Other current assets
Foreign currency forward contracts	125		1		—		—		Other current liabilities

As of December 31, 2024 and 2023, the derivatives were classified as Level 2 within the fair value hierarchy. The derivatives are valued using inputs other than quoted prices such as foreign exchange rates and yield curves.

The effect of hedges on AOCIL and in the Consolidated Statements of Operations was as follows:


	Year Ended December 31, 2024						Year Ended December 31, 2023
(In millions)	Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives		Gain (Loss) Reclassified from AOCIL into Net Income (1)		Gain (Loss) Recognized in Net Income on Derivatives (Excluded from effectiveness testing) (1)		Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives		Gain (Loss) Reclassified from AOCIL into Net Income (1)		Gain (Loss) Recognized in Net Income on Derivatives (Excluded from effectiveness testing) (1)
Derivatives designated as net investment hedges
Cross-currency swap agreements	$	108	$	4	$	3	$	(66)	$	—	$	3
Derivatives designated as cash flow hedges
Interest rate swaps	$	(1)	$	—	$	—	$	(3)	$	—	$	—

(1) Amounts reclassified to Net income are reported within Interest expense, net in the Consolidated Statements of Operations.

Derivatives not designated as hedges

Gains and losses recognized in Other income, net in the Consolidated Statements of Operations for foreign currency options and forward contracts were as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022




Foreign currency gain (loss) on foreign currency contracts	$	4	$	(9)	$	17

Goodwill

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

6. Goodwill

The following tables present the changes in goodwill for the years ended December 31, 2024 and 2023.


(In millions)
Balance as of December 31, 2022	$	2,728
Acquisition	120
Foreign exchange translation (1)	43
Balance as of December 31, 2023	2,891
Acquisitions (2)	730
Foreign exchange translation (1)	(72)
Balance as of December 31, 2024	$	3,549

(1) Changes to goodwill amounts resulting from foreign currency translation after the acquisition date are presented as the impact of foreign exchange translation.

(2) Includes $726 million and $4 million for the preliminary purchase price allocation for the Wincanton Acquisition and adjustments to the purchase price allocation for the PFS Acquisition, respectively.

As of December 31, 2024 and 2023, there were no accumulated goodwill impairment losses.

Revenue Recognition (Tables)

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Revenue from External Customers by Geographic Areas

Revenue disaggregated by geographical area was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
United Kingdom	$	5,248	$	3,664	$	3,293
United States	3,087		2,909		2,861
Netherlands	922		831		699
France	809		830		729
Spain	571		529		488
Italy	391		382		331
Other	681		633		592
Total	$	11,709	$	9,778	$	8,993

Schedule of Disaggregation of Revenue

The Company’s revenue can also be disaggregated by various verticals, reflecting the customers’ principal industry. Revenue disaggregated by industry was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Omnichannel retail	$	5,360	$	4,100	$	3,649
Technology and consumer electronics	1,541		1,467		1,337
Industrial and manufacturing	1,339		1,078		1,076
Food and beverage	1,331		1,331		1,327
Consumer packaged goods	1,259		1,027		915
Other	879		775		689
Total	$	11,709	$	9,778	$	8,993

Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable

Contract Balances


	December 31,
(In millions)	2024		2023
Contract assets and contract costs included in:
Other current assets	$	37	$	21
Other long-term assets	196		160
Total contract assets	$	233	$	181
Contract liabilities included in:
Other current liabilities	$	272	$	210
Other long-term liabilities	128		115
Total contract liabilities	$	400	$	325

Revenue recognized included the following:


	Year Ended December 31,
(In millions)	2024		2023		2022
Amounts included in the beginning of year contract liability balance	$	208	$	122	$	93

Income Taxes - Deferred Tax Asset And Deferred Tax Liability (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Other long-term assets	$ 89	$ 74
Other long-term liabilities	(256)	(141)
Net deferred tax liability	$ (167)	$ (67)

Income Taxes - Income (Loss) before Taxes Related to the Company’s Domestic and Foreign Operations (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
U.S.	$ (88)	$ 97	$ 105
Foreign	234	169	159
Income before income taxes	$ 146	$ 266	$ 264

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
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-Name Accounting Standards Codification
-Section 55
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-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 280
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-Name Accounting Standards Codification
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-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 1
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Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	18. Commitments and Contingencies The Company is involved, and will continue to be involved, in numerous legal proceedings arising from the conduct of its business. These proceedings may include personal injury claims arising from the transportation and handling of goods, contractual disputes and employment-related claims, including alleged violations of wage and hour laws. The Company establishes accruals for specific legal proceedings when it is considered probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company reviews and adjusts accruals for loss contingencies quarterly and as additional information becomes available. If a loss is not both probable and reasonably estimable, or if an exposure to a loss exists in excess of the amount accrued, the Company assesses whether there is at least a reasonable possibility that a loss, or additional loss, may have been incurred. If there is a reasonable possibility that a loss, or additional loss, may have been incurred, the Company discloses the estimate of the possible loss or range of loss if it is material and an estimate can be made, or discloses that such an estimate cannot be made. The determination as to whether a loss can reasonably be considered to be possible or probable is based on management’s assessment, together with legal counsel, regarding the ultimate outcome of the matter. Management of the Company believes that it has adequately accrued for the potential impact of loss contingencies that are probable and reasonably estimable. Management of the Company does not believe that the ultimate resolution of any matters to which the Company is presently a party will have a material adverse effect on its results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. Legal costs related to these matters are expensed as they are incurred. The Company carries liability and excess umbrella insurance policies that are deemed sufficient to cover potential legal claims arising in the normal course of conducting its operations. In the event the Company is required to satisfy a legal claim outside the scope of the coverage provided by insurance, its financial condition, results of operations or cash flows could be negatively impacted. On June 14, 2024, the Company’s subsidiary GXO Warehouse Company, Inc. entered into a Confidential Settlement Agreement (the “Settlement Agreement”) to settle all claims in connection with a dispute between the Company and one of its customers related to the start-up of the customer’s warehouse that occurred in 2018 (the “Dispute”). A payment under the Settlement Agreement was made by the Company on July 5, 2024. As of July 10, 2024, the Dispute, which was litigated under the caption Lindt et al. v. GXO Warehouse Company, Inc., docket no. 4:22-cv-00384-BP, in Federal District Court for the Western District of Missouri (the “Court”), was dismissed with prejudice with each side to bear their own costs and fees, and the Court retained jurisdiction to enforce the terms of the Settlement Agreement. Among other things in the Settlement Agreement, the parties each denied the allegations and counterclaims asserted in the Dispute and agreed to a mutual release of claims arising from, under or otherwise in connection with their prior business relationship and the Dispute, in exchange for a payment by the Company of $45 million. The Company intends to pursue reimbursement in connection with this Dispute under its existing insurance policies. The Company recognized $59 million expense for the year ended December 31, 2024, for the settlement, associated legal fees, and other related expenses. On July 2, 2024, the Italian authorities launched an investigation into the deductibility of value-added tax payments by the Company to certain third-party cooperative labor providers for their services from 2017 through 2023. The alleged amount is approximately €84 million ($87 million as of December 31, 2024). It is probable that a loss may be incurred; however, the possible range of losses is not reasonably estimable given the status of the ongoing investigation. The Company is cooperating in this matter and believes that it has a number of credible defenses. During 2024, the Company deposited a total of €68 million ($70 million as of December 31, 2024) into a designated bank account in connection with the ongoing investigation. This amount is classified as restricted cash under “Other Long-Term Assets” on the Consolidated Balance Sheets. In January 2025, the Company deposited the additional restricted cash amount of approximately €16 million ($17 million).

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation Expense

The following table summarizes stock-based compensation expense recorded in Selling, general and administrative expense in the Consolidated Statements of Income:


	Year Ended December 31,
(In millions)	2024		2023		2022
RSUs	$	28	$	22	$	21
PSUs	7		8		7
Stock options	3		5		5
RSAs	1		—		—
Total stock-based compensation expense	$	39	$	35	$	33
Tax expense (benefit) on stock-based compensation	$	(7)	$	1	$	(1)

Schedule of Stock Option Activity

A summary of stock option award activity for the year ended December 31, 2024, is presented in the following table:


	Stock Options
(In thousands, except per share)	Number of Stock Options	Weighted-Average Exercise Price		Weighted-Average Remaining Term
Outstanding as of December 31, 2023	1,071	$	64.71	7 years


Forfeited or expired	(176)	64.91
Outstanding as of December 31, 2024	895	$	64.67	6 years
Exercisable as of December 31, 2024	406	$	64.22	6 years

Schedule of Estimated Fair Value

Assumptions used in the Monte Carlo simulation model for the estimated fair value were as follows:


	Year Ended December 31,
	2024		2023		2022
Weighted-average risk-free interest rate	4.9	%	4.7	%	2.5	%
Expected volatility	30	%	32	%	37	%

Schedule of Restricted Stock Unit Activity

A summary of RSU and PSU award activity for the year ended December 31, 2024, is presented in the following table:


	RSUs			PSUs
(In thousands, except per share)	Number of RSUs	Weighted-Average Grant Date Fair Value		Number of PSUs	Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2023	1,337	$	51.31	295	$	67.46
Granted	867	50.48		230	49.01
Vested (1)	(582)	46.58		(17)	78.75
Forfeited and canceled	(243)	53.66		(51)	64.09
Outstanding as of December 31, 2024	1,379	$	52.38	457	$	58.11

(1) The number of RSUs and PSUs vested includes common stock shares that the Company withheld on behalf of its employees to satisfy the tax withholding.

Schedule of Performance Stock Activity

A summary of RSU and PSU award activity for the year ended December 31, 2024, is presented in the following table:


	RSUs			PSUs
(In thousands, except per share)	Number of RSUs	Weighted-Average Grant Date Fair Value		Number of PSUs	Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2023	1,337	$	51.31	295	$	67.46
Granted	867	50.48		230	49.01
Vested (1)	(582)	46.58		(17)	78.75
Forfeited and canceled	(243)	53.66		(51)	64.09
Outstanding as of December 31, 2024	1,379	$	52.38	457	$	58.11

(1) The number of RSUs and PSUs vested includes common stock shares that the Company withheld on behalf of its employees to satisfy the tax withholding.

Debt and Financing Arrangements - Schedule of Long-Term Debt Maturities (Details) $ in Millions	Dec. 31, 2024 USD ($)
Debt Disclosure [Abstract]
2025	$ 71
2026	403
2027	402
2028	1
2029	600
Thereafter	$ 900

Acquisitions

12 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Acquisitions

4. Acquisitions

Wincanton Acquisition

On February 29, 2024, the Company and the board of directors of Wincanton plc, a logistics company based in Chippenham, United Kingdom (“Wincanton”), reached an agreement on the terms of a cash offer by the Company for the acquisition of the entire issued ordinary share capital of Wincanton (the “Wincanton Acquisition”). Under the terms of the agreement, Wincanton shareholders received 605 pence ($7.64 as of the acquisition date) in cash for each Wincanton share held. On April 29, 2024, the Company completed the Wincanton Acquisition for a total consideration of approximately £762 million ($958 million as of the acquisition date). The Wincanton Acquisition is subject to a review by the Competition and Markets Authority (the “CMA”) in the U.K. On November 14, 2024, the CMA referred the completed acquisition by GXO Logistics, Inc. of Wincanton plc for an in-depth investigation (“Phase 2”) with a statutory deadline of April 30, 2025.

Wincanton is a logistics provider specializing in warehousing and transportation solutions in the U.K. and Ireland. Wincanton services industries in grocery, retail and manufacturing, consumer goods, e-commerce, healthcare, defense, industrial, and energy.

In connection with the Wincanton Acquisition, the Company incurred transaction costs of $61 million for the year ended December 31, 2024, which were included in Transaction and integration costs in the Consolidated Statements of Operations.

Also, in connection with the Wincanton Acquisition, (i) the Company entered into a bridge term loan credit agreement (the “Bridge Term Loan”), (ii) the Company entered into a three-year term loan credit agreement (“Three-Year Term Loan due 2027”), and (iii) in April 2024, the Company issued $1.1 billion aggregate principal amount of senior notes (the “Unsecured Notes”). For additional information regarding the financing agreements entered in connection with the Wincanton Acquisition, see Note 10. “Debt and Financing Arrangements.”

Wincanton’s results of operations are included in the Consolidated Statements of Operations from the date of acquisition. The Company recorded $1.4 billion and $7 million of revenue and loss before income taxes for the year ended December 31, 2024, respectively.

The following table summarizes the fair values of assets acquired and liabilities assumed at the acquisition date:


(In millions)
ASSETS
Current assets
Cash and cash equivalents	$	90
Accounts receivable	241
Other current assets	70
Total current assets	401
Long-term assets
Property and equipment	137
Operating lease assets	166
Intangible assets (1)	539
Other long-term assets	151
Total long-term assets	993
Total assets	$	1,394
LIABILITIES
Current liabilities
Accounts payable	$	70
Accrued expenses	313
Current debt	10
Current operating lease liabilities	22
Other current liabilities	123
Total current liabilities	538
Long-term liabilities
Long-term debt	211
Long-term operating lease liabilities	144
Other long-term liabilities	269
Total long-term liabilities	624
Total liabilities	$	1,162
Net assets purchased	$	232
Purchase price (2)	$	958
Goodwill recorded (3)	$	726

(1) The Company acquired $539 million of intangible assets, comprised of customer relationships, trade names, and intellectual property with weighted-average useful lives of 12.5 years.

(2) The Company recorded a realized foreign currency gain of $5 million which represents the change in foreign currency rates from the acquisition date through the settlement date. The gain is included as a component of “Transaction and Integration expense” on the Consolidated Statements of Operations.

(3) Goodwill represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed at the acquisition date. Goodwill acquired was recorded in the U.K. and Ireland reporting unit and was primarily attributed to anticipated synergies. The Company does not expect the goodwill recognized in connection with the Wincanton Acquisition to be deductible for income tax purposes.

The fair values of the assets acquired and liabilities assumed are considered preliminary and subject to adjustment as additional information is obtained and reviewed. The final allocation of the purchase price may differ from the preliminary allocation based on completion of the valuation. The primary areas of the purchase price allocation that are not yet finalized relate to intangible assets, goodwill, other long-term assets, lease assets and liabilities, accrued expenses, other current and long-term liabilities, and income taxes. The Company expects to finalize the purchase price allocation within the measurement period, which will not exceed one year from the acquisition date.

The following unaudited pro forma information presents the Company’s results of operations as if the acquisition of Wincanton occurred on January 1, 2023. The pro forma results reflect the impact of incremental interest expense to finance the acquisition and amortization expense on acquired intangible assets. Adjustments have also been made to

remove transaction related costs. The unaudited pro forma information is not necessarily indicative of what the results of operations of the combined company would have been had the acquisition been completed as of January 1, 2023.


	Year Ended December 31
(In millions)	2024		2023
Revenue	$	12,283	$	11,529
Income before income taxes (1)	105		200

(1) Included in the Income before income taxes on a pro forma basis for the year ended December 31, 2024, were long-lived asset impairment charges of $90 million recorded by Wincanton before its acquisition by the Company.

PFSweb Acquisition

On September 13, 2023, the Company entered into an Agreement and Plan of Merger to acquire PFSweb, Inc., a Delaware corporation headquartered in Irving, Texas (“PFS”). On October 23, 2023, the Company completed the acquisition of PFS (the “PFS Acquisition”). The Company acquired the shares of PFS at a price per share of $7.50 in cash, totaling approximately $149 million, net of cash acquired. PFS is a global provider of omnichannel commerce solutions, including a broad range of technology, infrastructure and professional services, in the United States, Canada and Europe. PFS’s service offerings include order fulfillment, fulfillment-as-a-service, order management and customer care.

The Company recorded the fair value of assets acquired and liabilities assumed on the date of acquisition, including intangible assets comprised of customer relationships, trademarks, trade names and developed technology of $55 million with a weighted-average amortization period of 13 years. Goodwill acquired in connection with the acquisition was $80 million, recorded in the Americas and Asia-Pacific reporting unit, and was attributed to anticipated synergies. The Company does not expect the goodwill recognized in connection with the PFS Acquisition to be deductible for U.S. income tax purposes.

Intangible Assets

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

7. Intangible Assets

The following table summarizes identifiable intangible assets:


	December 31, 2024						December 31, 2023
(In millions)	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Customer relationships	$	1,527	$	(600)	$	927	$	1,046	$	(524)	$	522
Trade names and trademarks	60		(15)		45		42		(4)		38
Developed technology	17		(3)		14		7		—		7
Total	$	1,604	$	(618)	$	986	$	1,095	$	(528)	$	567

Intangible asset amortization expense was $108 million, $71 million and $68 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Estimated amortization expense for each of the five succeeding fiscal years and thereafter is as follows:


(In millions)	2025		2026		2027		2028		2029		Thereafter
Estimated amortization expense	$	118	$	109	$	103	$	84	$	69	$	503

Income Taxes - Valuation Allowances (Details) - Valuation Allowance, Deferred Tax Asset - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves
Beginning Balance	$ 50	$ 44	$ 45
Additions	5	16	3
Reductions	(29)	(10)	(4)
Ending Balance	26	50	$ 44
PFSweb, Inc
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves
Reductions	$ 22	$ 8

Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 134	$ 229	$ 197

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets
Gross Carrying Amount	$ 1,604	$ 1,095
Accumulated Amortization	(618)	(528)
Net Value	986	567
Customer relationships
Finite-Lived Intangible Assets
Gross Carrying Amount	1,527	1,046
Accumulated Amortization	(600)	(524)
Net Value	927	522
Trade names and trademarks
Finite-Lived Intangible Assets
Gross Carrying Amount	60	42
Accumulated Amortization	(15)	(4)
Net Value	45	38
Developed technology
Finite-Lived Intangible Assets
Gross Carrying Amount	17	7
Accumulated Amortization	(3)	0
Net Value	$ 14	$ 7

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Goodwill (Tables)

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following tables present the changes in goodwill for the years ended December 31, 2024 and 2023.


(In millions)
Balance as of December 31, 2022	$	2,728
Acquisition	120
Foreign exchange translation (1)	43
Balance as of December 31, 2023	2,891
Acquisitions (2)	730
Foreign exchange translation (1)	(72)
Balance as of December 31, 2024	$	3,549

(1) Changes to goodwill amounts resulting from foreign currency translation after the acquisition date are presented as the impact of foreign exchange translation.

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-2

+ Details

Intangible Assets - Schedule of Future Amortization Expense (Details) $ in Millions	Dec. 31, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2025	$ 118
2026	109
2027	103
2028	84
2029	69
Thereafter	$ 503

Fair Value Measurements and Financial Instruments - Derivative and Nonderivative Instruments Designated as Hedges (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Cross-currency swap agreements \| Net Investment Hedges
Derivative Instruments, Gain (Loss)
Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives	$ 108	$ (66)
Gain (Loss) Reclassified from AOCIL into Net Income	4	0
Gain (Loss) Recognized in Net Income on Derivatives (Excluded from effectiveness testing)	3	3
Interest rate swaps \| Cash Flow Hedging
Derivative Instruments, Gain (Loss)
Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives	(1)	(3)
Gain (Loss) Reclassified from AOCIL into Net Income	0	0
Gain (Loss) Recognized in Net Income on Derivatives (Excluded from effectiveness testing)	0	0
Foreign Exchange Contract \| Derivatives not designated as hedges
Derivative Instruments, Gain (Loss)
Foreign currency gain (loss) on foreign currency contracts	$ 4	$ (9)	$ 17

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in AOCIL by component:


	Foreign Currency Adjustment
(In millions)	Foreign Currency Translation Adjustments		Net Investment Hedges		Cash Flow Hedges		Defined Benefit Plans		Less: AOCIL attributable to NCI		AOCIL attributable to GXO
As of December 31, 2021	$	(38)	$	(15)	$	—	$	(76)	$	(1)	$	(130)
Other comprehensive income (loss) before reclassifications	(119)		36		9		(49)		1		(122)
Amounts reclassified to net income	—		(7)		—		—		—		(7)
Tax amounts	(1)		(7)		(2)		13		—		3
Other comprehensive income (loss), net of tax	(120)		22		7		(36)		1		(126)
Other	2		—		—		—		—		2
As of December 31, 2022	$	(156)	$	7	$	7	$	(112)	$	—	$	(254)
Other comprehensive income (loss) before reclassifications	72		(66)		(3)		(3)		(1)		(1)
Amounts reclassified to net income	—		(3)		—		2		—		(1)
Tax amounts	1		15		1		—		—		17
Other comprehensive income (loss), net of tax	73		(54)		(2)		(1)		(1)		15
As of December 31, 2023	$	(83)	$	(47)	$	5	$	(113)	$	(1)	$	(239)
Other comprehensive income (loss) before reclassifications	(113)		108		(1)		(60)		3		(63)
Amounts reclassified to net income	—		(7)		—		3		—		(4)
Tax amounts	1		(23)		—		15		—		(7)
Other comprehensive income (loss), net of tax	(112)		78		(1)		(42)		3		(74)
As of December 31, 2024	$	(195)	$	31	$	4	$	(155)	$	2	$	(313)

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2024
Auditor Information [Abstract]
Auditor Location	New York, New York
Auditor Name	KPMG LLP
Auditor Firm ID	185

Accrued Expenses

12 Months Ended

Dec. 31, 2024

Payables and Accruals [Abstract]

Accrued Expenses

12. Accrued Expenses

The components of accrued expenses were as follows:


	December 31,
(In millions)	2024		2023
Salaries, benefits and withholding	$	460	$	362
Facility and transportation charges	422		346
Value-added tax and other taxes	213		136
Interest	20		9
Other	156		113
Total accrued expenses	$	1,271	$	966

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Revenue	$ 11,709	$ 9,778	$ 8,993
Direct operating expense	9,853	8,035	7,443
Selling, general and administrative expense	1,061	998	886
Depreciation and amortization expense	415	361	329
Transaction and integration costs	76	34	61
Restructuring costs and other	27	32	32
Litigation expense	59	0	0
Operating income	218	318	242
Other income, net	31	1	51
Interest expense, net	(103)	(53)	(29)
Income before income taxes	146	266	264
Income tax expense	(8)	(33)	(64)
Net income	138	233	200
Net income attributable to Noncontrolling Interests (“NCI”)	(4)	(4)	(3)
Net income attributable to GXO	$ 134	$ 229	$ 197
Earnings per share
Basic (in dollars per share)	$ 1.12	$ 1.93	$ 1.68
Diluted (in dollars per share)	$ 1.12	$ 1.92	$ 1.67
Weighted-average common shares outstanding
Basic (in shares)	119,413	118,908	117,050
Diluted (in shares)	119,798	119,490	117,616

Leases - Supplemental Cash Flows (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Lessee, Lease, Description
Operating cash flows for operating leases	$ 791	$ 696	$ 576
Operating cash flows for finance leases	10	5	5
Financing cash flows for finance leases	45	29	33
Operating leases	815	568	1,154
Finance leases	211	10	20
PFSweb, Inc
Lessee, Lease, Description
Operating leases	166
Finance leases	$ 83
Clipper Logistics Plc
Lessee, Lease, Description
Operating leases		52
Finance leases		$ 1
Kuehne + Nagel
Lessee, Lease, Description
Operating leases			233
Finance leases			$ 16

Basis of Presentation and Significant Accounting Policies - Useful Lives (Details)	Dec. 31, 2024
Buildings
Property, Plant and Equipment
Estimated Useful Life	40 years
Warehouse equipment, fleet and other \| Minimum
Property, Plant and Equipment
Estimated Useful Life	3 years
Warehouse equipment, fleet and other \| Maximum
Property, Plant and Equipment
Estimated Useful Life	15 years
Technology and automated systems \| Minimum
Property, Plant and Equipment
Estimated Useful Life	3 years
Technology and automated systems \| Maximum
Property, Plant and Equipment
Estimated Useful Life	15 years
Computer equipment \| Minimum
Property, Plant and Equipment
Estimated Useful Life	1 year
Computer equipment \| Maximum
Property, Plant and Equipment
Estimated Useful Life	5 years
Internal-use software \| Minimum
Property, Plant and Equipment
Estimated Useful Life	1 year
Internal-use software \| Maximum
Property, Plant and Equipment
Estimated Useful Life	5 years

Acquisition - Schedule of Pro Forma Information (Details) - Wincanton - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Business Acquisition
Revenue	$ 12,283	$ 11,529
Income before income taxes	105	$ 200
Impairment charges	$ 90

Organization	12 Months Ended
Organization	Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	1. Organization Nature of Operations GXO Logistics, Inc., together with its subsidiaries (“GXO” or the “Company”), is the largest pure-play contract logistics provider in the world. The Company provides its customers with high-value-added warehousing and distribution, order fulfillment, e-commerce, reverse logistics and other supply chain services differentiated by its ability to deliver technology-enabled, customized solutions at scale. The Company serves a broad range of customers across various industries, such as e-commerce, omnichannel retail, technology and consumer electronics, food and beverage, industrial and manufacturing, and consumer packaged goods, among others. The Company presents its operations in the Consolidated Financial Statements as one reportable segment. The Company became a standalone publicly traded company on August 2, 2021, when XPO, Inc. (“XPO”) spun off the Company to GXO’s stockholders and GXO’s common stock, par value of $0.01 per share, began trading independently on the New York Stock Exchange under the ticker symbol “GXO”. GXO was incorporated as a Delaware corporation in February 2021.

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Fair Value of Assets Acquired and Liabilities Assumed at Acquisition Date

The following table summarizes the fair values of assets acquired and liabilities assumed at the acquisition date:


(In millions)
ASSETS
Current assets
Cash and cash equivalents	$	90
Accounts receivable	241
Other current assets	70
Total current assets	401
Long-term assets
Property and equipment	137
Operating lease assets	166
Intangible assets (1)	539
Other long-term assets	151
Total long-term assets	993
Total assets	$	1,394
LIABILITIES
Current liabilities
Accounts payable	$	70
Accrued expenses	313
Current debt	10
Current operating lease liabilities	22
Other current liabilities	123
Total current liabilities	538
Long-term liabilities
Long-term debt	211
Long-term operating lease liabilities	144
Other long-term liabilities	269
Total long-term liabilities	624
Total liabilities	$	1,162
Net assets purchased	$	232
Purchase price (2)	$	958
Goodwill recorded (3)	$	726

(1) The Company acquired $539 million of intangible assets, comprised of customer relationships, trade names, and intellectual property with weighted-average useful lives of 12.5 years.

Schedule of Unaudited Pro Forma Information

The unaudited pro forma information is not necessarily indicative of what the results of operations of the combined company would have been had the acquisition been completed as of January 1, 2023.


	Year Ended December 31
(In millions)	2024		2023
Revenue	$	12,283	$	11,529
Income before income taxes (1)	105		200

Basis of Presentation and Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Reclassifications

Certain amounts reported for prior years have been reclassified to conform to the current year’s presentation.

Use of Estimates

Cash, Restricted Cash and Cash Equivalents

Consolidated Balance Sheets.

Accounts Receivable and Allowance for Credit Losses

Property and Equipment

The estimated useful lives of property and equipment are described below:


						Estimated Useful Life
Buildings						40 years
Leasehold improvements						Shorter of useful life or term of lease
Warehouse equipment, fleet and other						3 to 15 years
Technology and automated systems						3 to 15 years
Computer equipment						1 to 5 years
Internal-use software						1 to 5 years

Lease Obligations

Goodwill and Intangible Assets

Impairment of Long-lived Assets

exceeds the fair value of the asset. The Company estimates fair value using the expected future cash flows discounted at a rate consistent with the risks associated with the recovery of the asset.

Revenue Recognition

Contract Assets and Liabilities

Contract liabilities represent the Company’s obligation to transfer services to a customer for which the Company has received consideration or the amount that is due from the customer.

Derivative Instruments

Stock-Based Compensation

Earnings per Share

Defined Benefit Plan

Defined Benefit Plans

Income Taxes

statement period may be materially impacted by changes in the blend and/or level of earnings by individual taxing jurisdictions.

Foreign Currency Translation and Transactions

Adoption of New Accounting Standards and Accounting Pronouncements Issued But Not Yet Adopted

Adoption of New Accounting Standards

Accounting Pronouncements Issued But Not Yet Adopted

Accrued Expenses (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Salaries, benefits and withholding	$ 460	$ 362
Facility and transportation charges	422	346
Value-added tax and other taxes	213	136
Interest	20	9
Other	156	113
Total accrued expenses	$ 1,271	$ 966

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance for credit loss	$ 15	$ 11
Property and equipment, net of accumulated depreciation	1,732	1,545
Intangible assets, accumulated amortization	$ 618	$ 528
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	300,000,000	300,000,000
Common stock, shares issued (in shares)	119,496,000	119,057,000
Common stock, shares outstanding (in shares)	119,496,000	119,057,000
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized (in shares)	10,000,000	10,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0

Goodwill (Details) - USD ($) $ in Millions	12 Months Ended
Goodwill (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Goodwill
Goodwill, Beginning Balance	$ 2,891	$ 2,728
Acquisitions	730	120
Foreign exchange translation	(72)	43
Goodwill, Ending Balance	3,549	2,891
Goodwill, accumulated impairment loss	0	$ 0
Wincanton
Goodwill
Purchase price allocation	726
PFSweb, Inc
Goodwill
Purchase price allocation	$ 4

- Definition

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 49
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-49

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482548/350-20-55-24

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 852
-SubTopic 10
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-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481372/852-10-55-10

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
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-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
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-Section 45
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482598/350-20-45-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(10)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478546/942-210-S99-1

+ Details

Segment Reporting - Schedule of Operating Segment Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information
Revenue	$ 11,709	$ 9,778	$ 8,993
Direct operating expense	9,853	8,035	7,443
Transaction and integration costs	76	34	61
Restructuring costs and other	27	32	32
Litigation expense	59	0	0
Interest expense, net	103	53	29
Income before income taxes	146	266	264
Income tax expense	(8)	(33)	(64)
Net income	138	233	200
Reportable Segment
Segment Reporting Information
Revenue	11,709	9,778	8,993
Direct operating expense	9,853	8,035	7,443
Selling, general and administrative expense	996	931	822
Other income (expense), net	(20)	4	(64)
Segment Adjusted EBITDA	880	808	792
Corporate expenses	65	67	64
Depreciation expense	307	290	261
Amortization expense	108	71	68
Transaction and integration costs	76	34	61
Restructuring costs and other	27	32	32
Litigation expense	59	0	0
Unrealized (gain) loss on foreign currency contracts and other	(11)	(5)	13
Interest expense, net	103	53	29
Income before income taxes	146	266	264
Income tax expense	(8)	(33)	(64)
Net income	$ 138	$ 233	$ 200

Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award
Intrinsic value, outstanding	$ 0
Intrinsic value, exercisable	0
Unrecognized compensation cost	$ 6
RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)	3 years
Vested amount	$ 31	$ 22
Granted (in shares)	867,000
Granted, weighted average grant date fair value (in dollars per share)	$ 50.48
PSUs
Share-based Compensation Arrangement by Share-based Payment Award
Weighted average risk free interest rate (as a percent)	4.90%	4.70%	2.50%
Volatility rate (as a percent)	30.00%	32.00%	37.00%
Vested amount	$ 1	$ 7
Granted (in shares)	230,000
Granted, weighted average grant date fair value (in dollars per share)	$ 49.01
Stock options
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)	5 years
Contractual term (in years)	10 years
Recognition period (in years)	1 year 4 months 24 days
RSUs and PSRUs
Share-based Compensation Arrangement by Share-based Payment Award
Recognition period (in years)	2 years
Unrecognized compensation cost related to share-based payments	$ 64
RSAs
Share-based Compensation Arrangement by Share-based Payment Award
Granted (in shares)	12,000
Granted, weighted average grant date fair value (in dollars per share)	$ 50.38
Fair value of the RSAs	$ 1
2021 Omnibus Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award
Shares issuable under stock plans (in shares)				11,600,000
Shares available for grant under stock plans (in shares)	6,900,000

Stock-Based Compensation - Schedule of Stock Option Activity (Details) - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Number of Stock Options
Beginning balance (in shares)	1,071
Forfeited or expired (in shares)	(176)
Ending balance (in shares)	895	1,071
Exercisable (in shares)	406
Weighted Average Exercise Price
Beginning of year (in dollars per share)	$ 64.67	$ 64.71
Forfeited or expired (in dollars per share)	64.91
Ending balance (in dollars per share)	64.67	$ 64.71
Exercisable (in dollars per share)	$ 64.22
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted-Average Remaining Term	6 years	7 years
Exercisable (in years)	6 years

Restructuring Charges and Other - Schedule of Restructuring and Related Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Restructuring Reserve
Charges incurred	$ 27	$ 32	$ 32
Restructuring Actions
Restructuring Reserve
Beginning balance	7
Charges incurred	27
Payments	(24)
Ending balance	$ 10	$ 7

Fair Value Measurements and Financial Instruments - Fair Value by Balance Sheet Location (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Interest rate swaps
Derivatives, Fair Value
Derivative, Notional Amount	$ 125
Other current assets \| Derivatives designated as net investment hedges: \| Interest rate swaps
Derivatives, Fair Value
Derivative, Notional Amount	0	$ 125
Derivative asset, fair value	0	2
Other current assets \| Derivatives designated as net investment hedges: \| Cross-currency swap agreements
Derivatives, Fair Value
Derivative, Notional Amount	270	0
Derivative asset, fair value	12	0
Other current assets \| Derivatives not designated as hedges \| Foreign currency option contracts
Derivatives, Fair Value
Derivative, Notional Amount	300	397
Derivative asset, fair value	13	8
Other current assets \| Derivatives not designated as hedges \| Foreign currency forward contracts
Derivatives, Fair Value
Derivative, Notional Amount	0	1
Derivative asset, fair value	0	0
Other long-term liabilities \| Derivatives designated as net investment hedges: \| Interest rate swaps
Derivatives, Fair Value
Derivative, Notional Amount	125	125
Derivative asset, fair value	3	3
Other long-term liabilities \| Derivatives designated as net investment hedges: \| Cross-currency swap agreements
Derivatives, Fair Value
Derivative, Notional Amount	1,177	487
Derivative asset, fair value	48	3
Other current assets \| Derivatives designated as net investment hedges: \| Cross-currency swap agreements
Derivatives, Fair Value
Derivative, Notional Amount	98	165
Derivative liability, fair value	7	7
Other current assets \| Derivatives not designated as hedges \| Foreign currency option contracts
Derivatives, Fair Value
Derivative, Notional Amount	26	0
Derivative liability, fair value	0	0
Other current assets \| Derivatives not designated as hedges \| Foreign currency forward contracts
Derivatives, Fair Value
Derivative, Notional Amount	125	0
Derivative liability, fair value	1	0
Other long-term assets \| Derivatives designated as net investment hedges: \| Cross-currency swap agreements
Derivatives, Fair Value
Derivative, Notional Amount	325	883
Derivative liability, fair value	$ 2	$ 49

Employee Benefit Plans - Schedule of Components of Net Periodic Benefit Cost Recognized (Details) - Pension Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Other comprehensive income (loss)
Interest cost component	$ (69)	$ (40)	$ (21)
Expected return on plan assets for the period	93	50	54
Amortization of prior-service credit	1	1	0
Amortization of net loss	(4)	(3)	0
Net periodic pension income recognized	$ 21	$ 8	$ 33

Basis of Presentation and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Allowance for Doubtful Accounts

The roll forward of the allowance for doubtful accounts was as follows:


	Year Ended December 31,
(In millions)	2024		2023		2022
Beginning balance	$	11	$	12	$	13
Provisions charged to expense	16		10		5
Write-offs, less recoveries, and foreign exchange translation	(12)		(11)		(6)
Ending balance	$	15	$	11	$	12

Schedule of Property, Plant and Equipment

The estimated useful lives of property and equipment are described below:


						Estimated Useful Life
Buildings						40 years
Leasehold improvements						Shorter of useful life or term of lease
Warehouse equipment, fleet and other						3 to 15 years
Technology and automated systems						3 to 15 years
Computer equipment						1 to 5 years
Internal-use software						1 to 5 years

The following table summarizes property and equipment:


	December 31,
(In millions)	2024		2023
Land, buildings and leasehold improvements	$	515	$	440
Warehouse equipment, fleet and other	1,113		1,025
Technology and automated systems	531		373
Computer equipment	335		304
Internal-use software	398		356
Total property and equipment, gross	2,892		2,498
Less: accumulated depreciation and amortization	1,732		1,545
Total property and equipment, net	$	1,160	$	953