0001852244-26-000007 | 10-K | XBRL Viewer

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Stock-Based Compensation - Schedule of RSU and PRSU award activity (Details) - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
RSUs
Number of Outstanding
Outstanding, beginning of period (in shares)	1,379
Granted (in shares)	1,193
Vested (in shares)	(590)
Forfeited (in shares)	(214)
Outstanding, ending of period (in shares)	1,768	1,379
Weighted-Average Grant Date Fair Value
Outstanding, beginning weighted average grant date fair value (in dollars per share)	$ 52.38
Granted, weighted average grant date fair value (in dollars per share)	39.75	$ 50.48	$ 49.28
Vested, weighted average grant date fair value (in dollars per share)	53.12
Forfeited, weighted average grant date fair value (in dollars per share)	46.87
Outstanding, ending weighted average grant date fair value (in dollars per share)	$ 44.27	$ 52.38
PSUs
Number of Outstanding
Outstanding, beginning of period (in shares)	457
Granted (in shares)	328
Vested (in shares)	(2)
Forfeited (in shares)	(79)
Outstanding, ending of period (in shares)	704	457
Weighted-Average Grant Date Fair Value
Outstanding, beginning weighted average grant date fair value (in dollars per share)	$ 58.11
Granted, weighted average grant date fair value (in dollars per share)	41.27	$ 49.01	$ 59.16
Vested, weighted average grant date fair value (in dollars per share)	74.84
Forfeited, weighted average grant date fair value (in dollars per share)	62.65
Outstanding, ending weighted average grant date fair value (in dollars per share)	$ 48.34	$ 58.11

Commitment and Contingencies (Details) - 12 months ended Dec. 31, 2025 € in Millions, $ in Millions	USD ($)	EUR (€)
Commitments and Contingencies Disclosure [Abstract]
Litigation expense	$ 65	€ 61
Payments for legal settlements	$ 68	€ 59

Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award
Intrinsic value of options exercised	$ 0.2	$ 0.0	$ 0.0
Unrecognized compensation cost	$ 1.0
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
RSAs
Share-based Compensation Arrangement by Share-based Payment Award
Granted, weighted average grant date fair value (in dollars per share)		$ 50.38
Granted (in shares)	0	12,000
Fair value of the RSAs		$ 1.0
RSUs
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period (in years)	3 years
Granted, weighted average grant date fair value (in dollars per share)	$ 39.75	$ 50.48	$ 49.28
Fair value of shares vested	$ 24.0	$ 31.0	$ 22.0
Granted (in shares)	1,193,000
PSUs
Share-based Compensation Arrangement by Share-based Payment Award
Granted, weighted average grant date fair value (in dollars per share)	$ 41.27	$ 49.01	$ 59.16
Fair value of shares vested	$ 0.0	$ 1.0	$ 7.0
Granted (in shares)	328,000
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	$ 63.0
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)	5,800,000

Basis of Presentation and Significant Accounting Policies - Useful Lives (Details)	Dec. 31, 2025
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

Employee Benefit Plans - Schedule of Weighted-average Assumptions Used (Details) - Pension Plan	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Weighted-average assumptions used to determine benefit obligations:
Effective discount rate on benefit obligations	5.51%	5.50%
Weighted-average assumptions used to determine net cost:
Effective discount rate on benefit obligations	5.50%	5.02%
Effective rate for interest cost on benefit obligations	5.25%	4.97%
Expected return on assets	6.13%	5.91%

Consolidated Statements of Changes in Equity - USD ($) $ in Millions	Total	Equity Before NCI	Common Stock	Treasury stock	APIC	Retained Earnings	AOCIL	NCI
Beginning balance (in shares) at Dec. 31, 2022			118,728,000
Beginning balance at Dec. 31, 2022	$ 2,678	$ 2,645	$ 1	$ 0	$ 2,575	$ 323	$ (254)	$ 33
Changes in Stockholders' Equity
Net income (loss)	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
Tax withholding on vesting of stock compensation awards (in shares)			(226,000)
Tax withholding on vesting of stock compensation awards	(12)	(12)			(12)
Dividends to NCI	(4)							(4)
Ending balance (in shares) at Dec. 31, 2023			119,057,000
Ending balance at Dec. 31, 2023	2,946	2,912	$ 1	0	2,598	552	(239)	34
Changes in Stockholders' Equity
Net income (loss)	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
Tax withholding on vesting of stock compensation awards (in shares)			(168,000)
Tax withholding on vesting of stock compensation awards	(8)	(8)			(8)
Dividends to NCI	$ (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	$ 0	2,629	686	(313)	32
Changes in Stockholders' Equity
Net income (loss)	36	32				32		4
Other comprehensive income (loss)	112	112					112	0
Stock-based compensation	$ 47	47			47
Vesting of stock compensation awards (in shares)	6,000		587,000
Tax withholding on vesting of stock compensation awards (in shares)			(215,000)
Tax withholding on vesting of stock compensation awards	$ (9)	(9)			(9)
Common stock repurchased (in shares)			(5,356,000)	(202,000,000)
Common stock repurchased	(202)	(202)
Dividends to NCI	$ (4)							(4)
Ending balance (in shares) at Dec. 31, 2025	114,512,000		114,512,000
Ending balance at Dec. 31, 2025	$ 3,015	$ 2,983	$ 1	$ (202)	$ 2,667	$ 718	$ (201)	$ 32

Leases - Schedule of Weighted Average Remaining Lease Term and Discount Rate (Details)	Dec. 31, 2025	Dec. 31, 2024
Leases [Abstract]
Operating lease, weighted average remaining lease term	5 years 6 months	5 years 7 months 6 days
Finance lease, weighted average remaining lease term	16 years 7 months 6 days	24 years 1 month 6 days
Operating lease, weighted average discount rate percent	5.10%	4.90%
Finance lease, weighted average discount rate percent	5.60%	5.40%

Debt and Financing Arrangements - Narrative (Details) € in Millions, $ in Millions	1 Months Ended		12 Months Ended
	Nov. 30, 2025 USD ($)	May 31, 2025 USD ($)	Dec. 31, 2025 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2025 GBP (£)	Nov. 30, 2025 EUR (€)	Dec. 31, 2024 GBP (£)	Dec. 31, 2021 USD ($)
Debt Instrument
Face amount										$ 800
Repayments of debt			$ 180	$ 286	$ 122
Revolving Credit Facility
Debt Instrument
Maximum borrowing capacity				800
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 \| £							£ 175,000,000
Long-term line of credit				19					£ 15,000,000
Letter of Credit
Debt Instrument
Maximum borrowing capacity				100
Long-term line of credit			$ 6	1
EUR notes due 2030 \| Unsecured Debt
Debt Instrument
Face amount	$ 580							€ 500
Interest rate (as a percent)	3.75%		3.75%				3.75%	3.75%
Discount rate (as a percent)	99.776%							99.776%
Unsecured Notes Due 2029 and 2034
Debt Instrument
Face amount				1,100
Unsecured notes due 2029
Debt Instrument
Face amount				$ 600
Interest rate (as a percent)				6.25%					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
Interest rate (as a percent)				6.50%					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
Interest rate (as a percent)			1.65%				1.65%			1.65%
Unsecured notes due 2031 \| Unsecured Debt
Debt Instrument
Face amount										$ 400
Interest rate (as a percent)			2.65%				2.65%			2.65%
Five-Year Term Loan due 2027 \| Unsecured Debt
Debt Instrument
Face amount						$ 500
Interest rate (as a percent)			5.19%				5.19%
Debt term (in years)	5 years		5 years			5 years
Repayments of debt	$ 125		$ 125	$ 100
Three-Year Term Loan Due 2025 \| Unsecured Debt
Debt Instrument
Face amount						$ 235
Debt term (in years)						3 years
Repayments of debt		$ 50	$ 50	$ 185
Revolving Credit Facility \| Line of Credit \| Unsecured Debt
Debt Instrument
Debt term (in years)				5 years

Acquisition and Divestiture

12 Months Ended

Dec. 31, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Acquisition and Divestiture

5. Acquisition and Divestiture

On April 29, 2024, the Company completed the acquisition of Wincanton plc (now “Wincanton Limited”) for a total consideration of £762 million ($958 million as of the acquisition date) (the “Wincanton Acquisition”). The Wincanton Acquisition was subject to review by the U.K. Competition and Markets Authority (the “CMA”).

On June 19, 2025, the CMA approved the Wincanton Acquisition, subject to the divestment of certain grocery contracts in the U.K. (the “Wincanton Divestment”). In the fourth quarter of 2025, the Company met the held-for-sale criteria for the anticipated Wincanton Divestment and recorded a $37 million write-down loss, including $4 million of goodwill, $21 million of customer relationships, and $12 million fair value adjustment. Assets and liabilities held for sale were not material and are included in Other current assets and Other current liabilities, respectively, in the Consolidated Balance Sheets. The Company expects to complete the Wincanton Divestment in 2026.

In connection with the Wincanton Acquisition, the Company incurred transaction costs of $48 million and $61 million for the years ended December 31, 2025 and 2024, respectively, which were included in Transaction and integration costs in the Consolidated Statements of Operations.

The final fair value of assets acquired and liabilities assumed at the acquisition date was:


(In millions)
ASSETS
Current assets
Cash and cash equivalents	$	90
Accounts receivable	238
Other current assets	65
Total current assets	393
Long-term assets
Property and equipment	128
Operating lease assets	177
Intangible assets(1)	532
Other long-term assets	152
Total long-term assets	989
Total assets	$	1,382
LIABILITIES
Current liabilities
Accounts payable	$	67
Accrued expenses	293
Current debt	7
Current operating lease liabilities	41
Other current liabilities	147
Total current liabilities	555
Long-term liabilities
Long-term debt	215
Long-term operating lease liabilities	136
Other long-term liabilities	240
Total long-term liabilities	591
Total liabilities	$	1,146
Net assets purchased	$	236
Purchase price	$	958
Goodwill recorded(2)	$	722

(1) The Company acquired $532 million of intangible assets, comprised of customer relationships, trade names, and intellectual property with weighted-average useful lives of 12.5 years.

(2) 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 United Kingdom 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.

Intangible Assets - Schedule of Future Amortization Expense (Details) $ in Millions	Dec. 31, 2025 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2026	$ 108
2027	105
2028	93
2029	79
2030	72
Thereafter	$ 452

Stock-Based Compensation

12 Months Ended

Dec. 31, 2025

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, PSUs, RSAs, and cash incentive awards. As of December 31, 2025, approximately 5.8 million shares of common stock were available for the grant under the 2021 Incentive Plan.

The following table summarizes stock-based compensation expense by line item in the Consolidated Statements of Operations:


	Year Ended December 31,
(In millions)	2025		2024		2023
Selling, general and administrative expense	$	43	$	38	$	35
Restructuring costs and other	4		1		—
Total stock-based compensation expense	$	47	$	39	$	35
Income tax expense (benefit) on stock-based compensation	$	(5)	$	(7)	$	1

The following table summarizes stock-based compensation expense by award type in the Consolidated Statements of Operations:


	Year Ended December 31,
(In millions)	2025		2024		2023
RSUs	$	35	$	28	$	22
PSUs	10		7		8
Stock options	2		3		5
RSAs	—		1		—
Total stock-based compensation expense	$	47	$	39	$	35

Stock Options

In 2021, the Company granted stock option awards that vest over five years from the grant date and have a ten-year contractual term, at an option price equal to the fair market value of the award on the grant date.

A summary of the stock option award activity for the year ended December 31, 2025, is as follows:



(In thousands, except per share)	Number of Stock Options	Weighted-Average Exercise Price		Weighted-Average Remaining Term
Outstanding as of December 31, 2024	895	$	64.67	6 years

Exercised	(6)	12.12
Forfeited or expired	(157)	64.91
Outstanding as of December 31, 2025	732	$	65.07	4 years
Exercisable as of December 31, 2025	568	$	65.05	4 years

The total intrinsic value of the stock options exercised during 2025, 2024 and 2023, was $0.2 million, zero and zero, respectively.

As of December 31, 2025, unrecognized stock-based compensation expense related to stock options was $1 million and is expected to be recognized over one year.

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,
	2025		2024		2023
Weighted-average risk-free interest rate	4.0	%	4.9	%	4.7	%
Expected volatility	41	%	30	%	32	%

A summary of the RSUs and PSUs award activity for the year ended December 31, 2025, is as follows:


	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, 2024	1,379	$	52.38	457	$	58.11
Granted	1,193	39.75		328	41.27
Vested(1)	(590)	53.12		(2)	74.84
Forfeited	(214)	46.87		(79)	62.65
Outstanding as of December 31, 2025	1,768	$	44.27	704	$	48.34

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

The weighted-average grant-date fair value for RSUs granted in 2025, 2024 and 2023, was $39.75, $50.48 and $49.28, respectively. The total fair value of RSUs that vested during 2025, 2024 and 2023, was $24 million, $31 million and $22 million, respectively. The weighted-average grant-date fair value for PSUs granted in 2025, 2024 and 2023, was $41.27, $49.01 and $59.16, respectively. The total fair value of PSUs that vested during 2025, 2024 and 2023, was zero, $1 million, $7 million, respectively.

As of December 31, 2025, unrecognized stock-based compensation expense related to RSUs and PSUs was $63 million and is expected to be recognized over two years.

Restricted Stock Awards

In 2024, the Company granted 12 thousand RSAs at a weighted-average price of $50.38 and a fair value of $1 million. These shares vested and were issued upon grant. No RSAs were granted in 2025.

Employee Benefit Plans - Schedule of Components of Net Periodic Benefit Cost Recognized (Details) - Pension Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Other comprehensive income (loss)
Interest cost component	$ (86)	$ (69)	$ (40)
Expected return on plan assets for the period	110	93	50
Amortization of prior-service credit	1	1	1
Amortization of net loss	(6)	(4)	(3)
Net periodic pension income recognized	$ 19	$ 21	$ 8

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Operating leases:
Operating lease assets	$ 2,563	$ 2,329
Current operating lease liabilities	745	647
Long-term operating lease liabilities	2,044	1,898
Total operating lease liabilities	2,789	2,545
Finance leases:
Property and equipment, net	$ 306	$ 239
Finance lease, right-of-use asset, statement of financial position	Property and equipment, net of accumulated depreciation of $2,126 and $1,732	Property and equipment, net of accumulated depreciation of $2,126 and $1,732
Current debt	$ 45	$ 39
Finance lease, liability, current, statement of financial position	Less: Current debt	Less: Current debt
Long-term debt	$ 281	$ 237
Finance lease, liability, noncurrent, statement of financial position	Long-term debt	Long-term debt
Total finance lease liabilities	$ 326	$ 276

Fair Value Measurements and Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Schedule of Debt Fair Values

The fair value of debt was as follows:


		December 31, 2025				December 31, 2024
(In millions)	Level	Fair Value		Carrying Value		Fair Value		Carrying Value
Unsecured notes due 2026	2	$	394	$	400	$	380	$	399
Unsecured notes due 2029	2	631		594		617		593
Unsecured notes due 2031	2	358		398		336		397
Unsecured notes due 2034	2	540		491		514		490
EUR notes due 2030	2	586		580		—		—
Three-Year Term Loan due 2025	2	—		—		49		50
Five-Year Term Loan due 2027	2	272		275		394		399

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,
	2025				2024
(In millions)	Notional Amount		Fair Value		Notional Amount		Fair Value		Balance Sheet Location
Derivatives designated as net investment hedges:
Cross-currency swaps	$	—	$	—	$	270	$	12	Other current assets
Cross-currency swaps	—		—		1,177		48		Other long-term assets
Cross-currency swaps	422		33		98		7		Other current liabilities
Cross-currency swaps	1,400		143		325		2		Other long-term liabilities

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

Derivatives designated as fair value hedges:
Cross-currency swaps	$	236	$	1	$	—	$	—	Other long-term liabilities

Derivatives not designated as hedges:
Foreign currency option contracts	$	308	$	3	$	300	$	13	Other current assets
Foreign currency option contracts	316		4		26		—		Other current liabilities
Foreign currency forward contracts	231		1		125		1		Other current liabilities

Schedule of Derivative Instruments, Gain (Loss)

The effects of hedges on AOCIL and in the Consolidated Statements of Operations were as follows:


	Year Ended December 31, 2025						Year Ended December 31, 2024
(In millions)	Amount of Gain (Loss) Recognized in Other Comprehensive Income		Gain (Loss) Reclassified from AOCIL into Net Income		Gain (Loss) Recognized in Net Income (Excluded from effectiveness testing)		Amount of Gain (Loss) Recognized in Other Comprehensive Income		Gain (Loss) Reclassified from AOCIL into Net Income		Gain (Loss) Recognized in Net Income (Excluded from effectiveness testing)
Net investment hedges(1):
Cross-currency swaps	$	(252)	$	(3)	$	3	$	108	$	4	$	3
Cash flow hedges(1):
Interest rate swaps	$	(3)	$	—	$	—	$	(1)	$	—	$	—
Fair value hedges(2):
Cross-currency swaps	$	(1)	$	—	$	—	$	—	$	—	$	—

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

(2) Amounts reclassified to net income are reported in Other income, net in the Consolidated Statements of Operations.

Gains and losses on derivatives not designated as hedges were recognized in Other income, net in the Consolidated Statements of Operations as follows:


	Year Ended December 31,
(In millions)	2025		2024		2023
Foreign currency gain (loss) on foreign currency contracts	$	(15)	$	4	$	(9)

Income Taxes - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Deferred tax assets
Net operating loss and other tax attribute carryforwards	$ 84	$ 92
Accrued expenses	112	122
Net unrealized losses	48	0
Other	7	22
Gross deferred tax assets	251	236
Valuation allowances	(44)	(26)
Total deferred tax assets, net of valuation allowance	207	210
Deferred tax liabilities
Intangible assets	(195)	(213)
Property and equipment	(73)	(118)
Pension and other retirement obligations	(23)	(28)
Other	(12)	(18)
Gross deferred tax liabilities	(303)	(377)
Net deferred tax liability	$ (96)	$ (167)

Income Taxes - Cash Paid (Received) for Income Taxes (Net of Refunds) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Income Tax Paid, by Individual Jurisdiction
U.S. federal	$ (2)	$ 0	$ 45
U.S. state and local	0	0	3
Foreign
Foreign subtotal	61	43	36
Total	59	43	84
France
Foreign
Foreign subtotal			6
Italy
Foreign
Foreign subtotal		8
Netherlands
Foreign
Foreign subtotal	14	19	15
Spain
Foreign
Foreign subtotal	8	9	8
Swiss Cantonal - Ticino
Foreign
Foreign subtotal	11
United Kingdom
Foreign
Foreign subtotal	13		(7)
Other
Foreign
Foreign subtotal	$ 15	$ 7	$ 14

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2025

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)	2025		2024		2023
U.S.	$	11	$	(88)	$	97
Foreign	93		234		169
Income before income taxes	$	104	$	146	$	266

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)	2025		2024		2023
Current:
U.S. federal	$	7	$	(2)	$	24
U.S. state and local	1		—		7
Foreign	89		48		43
Total current income tax expense	$	97	$	46	$	74
Deferred:
U.S. federal	$	(11)	$	(12)	$	(3)
U.S. state and local	1		(1)		(2)
Foreign	(19)		(25)		(36)
Total deferred income tax benefit	$	(29)	$	(38)	$	(41)
Total:
U.S. federal	$	(4)	$	(14)	$	21
U.S. state and local	2		(1)		5
Foreign	70		23		7
Total income tax expense	$	68	$	8	$	33

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,
	2025				2024				2023
(In millions, except percentages)	Amount		Percent		Amount		Percent		Amount		Percent
U.S. Federal Statutory Tax Rate	$	22	21	%	$	31	21	%	$	56	21	%
State and Local Taxes, Net of Federal Tax Effect (1)	2		2	%	(1)		(1)	%	4		2	%
Foreign Tax Effects
Belgium
Changes in valuation allowances	2		2	%	—		—	%	(5)		(2)	%
Other	—		—	%	2		1	%	—		—	%
Cyprus

Intangible assets	—		—	%	—		—	%	33		13	%


Other	(1)		(1)	%	(3)		(2)	%	(4)		(2)	%
France

Changes in valuation allowances	—		—	%	(22)		(15)	%	2		1	%
Other	4		4	%	—		—	%	2		1	%
Germany
Changes in valuation allowances	7		7	%	5		3	%	1		—	%
Other	(3)		(3)	%	(1)		(1)	%	(1)		—	%
Ireland
Intangible assets	—		—	%	—		—	%	(51)		(19)	%
Italy

Litigation	14		14	%	—		—	%	—		—	%
Other	1		1	%	4		3	%	2		1	%
Malta
Notional interest deduction	(8)		(8)	%	—		—	%	—		—	%
Other	1		1	%	—		—	%	—		—	%





Singapore
Changes in valuation allowances	—		—	%	—		—	%	(5)		(2)	%
Foreign rate difference	(6)		(6)	%	(15)		(10)	%	(15)		(5)	%
Other	4		4	%	—		—	%	—		—	%


	Year Ended December 31,
	2025				2024				2023
(In millions, except percentages)	Amount		Percent		Amount		Percent		Amount		Percent
Switzerland
Cantonal	7		7	%	1		1	%	—		—	%
Other	1		1	%	(3)		(2)	%	—		—	%
United Kingdom
Changes in valuation allowances	(8)		(8)	%	1		1	%	—		—	%
Non-deductible transaction costs	7		7	%	—		—	%	—		—	%
Return to provision	5		5	%	(8)		(6)	%	—		—	%
Other	8		7	%	3		2	%	2		1	%
Other Foreign Jurisdictions	8		7	%	10		6	%	10		4	%

Effect of Cross-Border Tax Laws	(1)		(1)	%	—		—	%	3		1	%


Tax Credits
Foreign tax credits	(9)		(9)	%	—		—	%	—		—	%
Other	—		—	%	(1)		(1)	%	(1)		—	%
Changes in Valuation Allowances	—		—	%	—		—	%	—		—	%
Nontaxable or Nondeductible Items
Non-deductible transaction costs	6		6	%	8		5	%	—		—	%
Other	3		3	%	2		1	%	1		—	%
Changes in Unrecognized Tax Benefits	7		7	%	—		—	%	—		—	%
Other Adjustments
Return to provision	(5)		(5)	%	(5)		(3)	%	(1)		(1)	%
Effective Tax Rate	$	68	65	%	$	8	6	%	$	33	12	%

(1) State taxes in California and Mississippi made up the majority (greater than 50 percent) of the tax effect in this category.

Schedule of Income Taxes Paid (Net of Refunds)

Cash paid (received) for income taxes is comprised of the following:


	Year Ended December 31,
(In millions)	2025		2024		2023
U.S. federal	$	(2)	$	—	$	45
U.S. state and local	—		—		3
Foreign
France	*		*		6
Italy	*		8		*
Netherlands	14		19		15
Spain	8		9		8
Swiss Cantonal - Ticino	11		*		*
United Kingdom	13		*		(7)
Other	15		7		14
Foreign subtotal	61		43		36
Total	$	59	$	43	$	84

*The amount of income taxes paid (net of refunds) during the year did not meet the disaggregation threshold.

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)	2025		2024
Deferred tax assets
Net operating loss and other tax attribute carryforwards	$	84	$	92
Accrued expenses	112		122
Net unrealized losses(1)	48		—
Other	7		22
Gross deferred tax assets	251		236
Valuation allowances	(44)		(26)
Total deferred tax assets, net of valuation allowance	207		210
Deferred tax liabilities
Intangible assets	(195)		(213)
Property and equipment	(73)		(118)
Pension and other retirement obligations	(23)		(28)
Other	(12)		(18)
Gross deferred tax liabilities	(303)		(377)
Net deferred tax liability	$	(96)	$	(167)

(1) Deferred taxes related to net unrealized gains (losses) on net investment hedge and cash flow hedge are recorded in accumulated OCI. See Note 13 – Stockholders’ Equity for additional information.

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)	2025		2024
Other long-term assets	$	128	$	89
Other long-term liabilities	(224)		(256)
Net deferred tax liability	$	(96)	$	(167)

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)	2025		2024
Federal net operating losses for all U.S. operations	N/A	$	—	$	17
Tax effect (before federal benefit) of state net operating losses	Various times starting in 2026	4		3
Federal tax credit carryforwards	Various times starting in 2035	4		—
State tax credit carryforwards	Various times starting in 2026	8		8
Foreign net operating losses available to offset future taxable income	Various times starting in 2026	274		326

(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
2025(1)	$	26	29	(11)	$	44
2024(2)	$	50	5	(29)	$	26
2023(3)	$	44	16	(10)	$	50

(1) In 2025, the additions primarily consisted of $14 million due to an increase in foreign net operating loss carryforward and $10 million due to the final purchase price allocation for the Wincanton Acquisition.

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

(3) In 2023, concurrent with an acquisition, the Company acquired $8 million of valuation allowance.

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)	2025		2024		2023
Beginning balance	$	3	$	4	$	3
Increases related to positions taken during current year	7		—		—
Increases related to positions taken during prior year	—		—		1

Settlements with tax authorities	—		(1)		—


Gross unrecognized tax benefits	$	10	$	3	$	4
Total unrecognized tax benefits that, if recognized, would impact the effective income tax rate as of the end of the year	$	10	$	3	$	4

Segment Information - Narrative (Details)	12 Months Ended
Segment Information - Narrative (Details)	Dec. 31, 2025 segment
Segment Reporting [Abstract]
Number of operating segments	3
Number of reportable segments	1

Employee Benefit Plans - Schedule of Amounts Recognized in Other Comprehensive Income (Details) - Pension Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Operating income
Net gain (loss)	$ (45)	$ (64)	$ 1
Amortization prior-service credit and net loss	5	3	2
Other comprehensive income (loss)	$ (40)	$ (61)	$ 3

- Definition

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

+ References + Details

Revenue Recognition

12 Months Ended

Dec. 31, 2025

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)	2025		2024		2023
United Kingdom	$	6,296	$	5,248	$	3,664
United States	3,158		3,087		2,909
Netherlands	1,035		922		831
France	822		809		830
Spain	651		571		529
Italy	405		391		382
Other	811		681		633
Total	$	13,178	$	11,709	$	9,778

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)	2025		2024		2023
Omnichannel retail	$	6,406	$	5,360	$	4,100
Technology and consumer electronics	1,644		1,541		1,467
Industrial and manufacturing	1,529		1,339		1,078
Food and beverage	1,381		1,331		1,331
Consumer packaged goods	1,258		1,259		1,027
Other	960		879		775
Total	$	13,178	$	11,709	$	9,778

Contract Balances

The contract asset and contract liability balances from contracts with customers were as follows:


	December 31,
(In millions)	2025		2024
Contract assets and contract costs included in:
Other current assets	$	36	$	37
Other long-term assets	235		196
Total contract assets	$	271	$	233
Contract liabilities included in:
Other current liabilities	$	279	$	272
Other long-term liabilities	101		128
Total contract liabilities	$	380	$	400

Revenue recognized included the following:


	Year Ended December 31,
(In millions)	2025		2024		2023
Amounts included in the beginning of year contract liability balance	$	272	$	208	$	122

- 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 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-7

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Goodwill (Tables)

12 Months Ended

Dec. 31, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following tables present the changes in goodwill for the years ended December 31, 2025 and 2024.


(In millions)
Balance as of December 31, 2023	$	2,891
Acquisitions(1)	730
Foreign exchange translation(2)	(72)
Balance as of December 31, 2024	3,549
Acquisition(1)	(4)
Wincanton Divestment(3)	(4)
Foreign exchange translation(2)	240
Balance as of December 31, 2025	$	3,781

(1) In 2024, 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 PFSweb, Inc. acquisition, respectively. In 2025, includes $4 million reduction for the purchase price allocation of the Wincanton Acquisition.

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

(3) For additional information see note 5.

- 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

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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-2

+ Details

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2025

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		Fair Value Hedges		Defined Benefit Plans		Less: AOCIL attributable to NCI		AOCIL attributable to GXO
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)
Other comprehensive income (loss) before reclassifications	344		(252)		(3)		(1)		(45)		—		43
Amounts reclassified to net income	—		—		—		—		5		—		5
Tax amounts	(2)		57		—		—		9		—		64
Other comprehensive income (loss), net of tax	342		(195)		(3)		(1)		(31)		—		112
As of December 31, 2025	$	147	$	(164)	$	1	$	(1)	$	(186)	$	2	$	(201)

Restructuring Costs and Other - Schedule of Restructuring and Related Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Restructuring Reserve
Charges incurred	$ 27	$ 25	$ 25
Restructuring Actions
Restructuring Reserve
Beginning balance	10
Charges incurred	27
Payments	(20)
Non-cash reductions	(2)
Ending balance	15	10
Severance \| Restructuring Actions
Restructuring Reserve
Beginning balance	10
Charges incurred	23
Payments	(14)
Non-cash reductions	(4)
Ending balance	15	10
Other \| Restructuring Actions
Restructuring Reserve
Beginning balance	0
Charges incurred	4
Payments	(6)
Non-cash reductions	2
Ending balance	$ 0	$ 0

- Definition

Amount of expenses associated with exit or disposal activities pursuant to an authorized plan. Excludes expenses related to a discontinued operation or an asset retirement obligation.

+ References + Details

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, 2025	Dec. 31, 2024
Defined Benefit Plan, Change in Fair Value of Plan Assets
Fair value of plan assets at beginning of year	$ 1,770	$ 883
Assets assumed from Wincanton acquisition	0	1,032
Actual return (loss) on plan assets	74	(44)
Employer contributions	1	3
Settlements	0	(2)
Benefits paid	(111)	(86)
Foreign currency exchange rate changes	135	(16)
Fair value of plan assets at end of year	1,869	1,770
Funded status of the plan assets at end of year	$ 160	$ 153

Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Current:
U.S. federal	$ 7	$ (2)	$ 24
U.S. state and local	1	0	7
Foreign	89	48	43
Total current income tax expense	97	46	74
Deferred:
U.S. federal	(11)	(12)	(3)
U.S. state and local	1	(1)	(2)
Foreign	(19)	(25)	(36)
Total deferred income tax benefit	(29)	(38)	(41)
Total:
U.S. federal	(4)	(14)	21
U.S. state and local	2	(1)	5
Foreign	70	23	7
Total income tax expense	$ 68	$ 8	$ 33

Acquisition and Divestiture (Tables)

12 Months Ended

Dec. 31, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

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

The final fair value of assets acquired and liabilities assumed at the acquisition date was:


(In millions)
ASSETS
Current assets
Cash and cash equivalents	$	90
Accounts receivable	238
Other current assets	65
Total current assets	393
Long-term assets
Property and equipment	128
Operating lease assets	177
Intangible assets(1)	532
Other long-term assets	152
Total long-term assets	989
Total assets	$	1,382
LIABILITIES
Current liabilities
Accounts payable	$	67
Accrued expenses	293
Current debt	7
Current operating lease liabilities	41
Other current liabilities	147
Total current liabilities	555
Long-term liabilities
Long-term debt	215
Long-term operating lease liabilities	136
Other long-term liabilities	240
Total long-term liabilities	591
Total liabilities	$	1,146
Net assets purchased	$	236
Purchase price	$	958
Goodwill recorded(2)	$	722

(1) The Company acquired $532 million of intangible assets, comprised of customer relationships, trade names, and intellectual property with weighted-average useful lives of 12.5 years.

- Definition

Tabular disclosure of business combination. Includes, but is not limited to, recognized asset and liability.

+ References + Details

Fair Value Measurements and Financial Instruments - Narrative (Details) - Foreign currency forward contracts	12 Months Ended
	Dec. 31, 2025
Fair Value Disclosures [Abstract]
Contract expiration period (in months)	12 months
Derivative Instruments and Hedging Activities Disclosures
Contract expiration period (in months)	12 months

- 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

Acquisition and Divestiture - Narrative (Details) € in Millions, $ in Millions			3 Months Ended	12 Months Ended
	Apr. 29, 2024 USD ($)	Apr. 29, 2024 EUR (€)	Dec. 31, 2025 USD ($)	Dec. 31, 2025 USD ($)	Dec. 31, 2024 USD ($)	Feb. 29, 2024 £ / shares
Wincanton Divestment
Business Combination
Write-down loss			$ 37
Goodwill impairment			4
Impairment of intangible assets			21
Impairment Of Intangible Asset Finite Lived Statement Of Income Or Comprehensive Income Extensible Enumeration Not Disclosed Flag				customer relationships
Disposal group, including discontinued operation, fair value adjustment			$ 12
Wincanton
Business Combination
Purchase price paid	$ 958	€ 762
Transaction costs				$ 48	$ 61
Business acquisition, share price (in dollars per share) \| £ / shares						£ 6.05

Consolidated Statements of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Cash flows from operating activities:
Net income	$ 36	$ 138	$ 233
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization expense	457	415	361
Goodwill and intangibles write-down loss held for sale	25	0	0
Stock-based compensation expense	47	39	35
Deferred tax benefit	(29)	(38)	(41)
Other	10	1	23
Changes in operating assets and liabilities
Accounts receivable	(88)	118	(17)
Other assets	21	(54)	28
Accounts payable	(61)	23	(3)
Accrued expenses and other liabilities	16	(93)	(61)
Net cash provided by operating activities	434	549	558
Cash flows from investing activities:
Capital expenditures	(324)	(359)	(274)
Proceeds from sale of property and equipment	149	61	18
Acquisition of business, net of cash acquired	0	(863)	(149)
Net investment hedges settlement	(24)	4	(3)
Other	3	0	(2)
Net cash used in investing activities	(196)	(1,157)	(410)
Cash flows from financing activities:
Common stock repurchased	(200)	0	0
Proceeds from long-term debt, net of issuance discount	577	1,096	0
Payments for debt issue costs	(2)	(9)	0
Net borrowings under revolving credit facilities	(25)	(122)	(18)
Repayments of debt	(180)	(286)	(122)
Repayments of finance lease obligations	(50)	(45)	(29)
Taxes paid related to net share settlement of equity awards	(9)	(8)	(12)
Other	0	10	(5)
Net cash provided by (used in) financing activities	111	636	(186)
Effect of exchange rates on cash and cash equivalents	23	(13)	13
Net increase (decrease) in cash, restricted cash and cash equivalents	372	15	(25)
Cash, restricted cash and cash equivalents, beginning of year	485	470	495
Cash, restricted cash and cash equivalents, end of year	857	485	470
Reconciliation of cash, restricted cash and cash equivalents
Cash and cash equivalents	854	413	468
Restricted Cash (included in Other current assets)	2	0	0
Restricted cash (included in Other long-term assets)	1	72	2
Total cash, restricted cash and cash equivalents	857	485	470
Supplemental cash flow information:
Cash paid for interest, net	128	97	57
Cash paid for income taxes, net	59	43	84
Noncash financing activities:
Excise tax liability related to stock repurchases	$ 2	$ 0	$ 0

Basis of Presentation and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2025

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)	2025		2024		2023
Beginning balance	$	15	$	11	$	12
Provisions charged to expense	5		16		10
Write-offs, less recoveries, and foreign exchange translation	(5)		(12)		(11)
Ending balance	$	15	$	15	$	11

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)	2025		2024
Land, buildings and leasehold improvements	$	589	$	515
Warehouse equipment, fleet and other	1,279		1,113
Technology and automated systems	582		531
Computer equipment	391		335
Internal-use software	436		398
Total property and equipment, gross	3,277		2,892
Less: accumulated depreciation and amortization	(2,126)		(1,732)
Total property and equipment, net	$	1,151	$	1,160

Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-lived Intangible Assets

The following table summarizes identifiable intangible assets subject to amortization:


	December 31, 2025						December 31, 2024
(In millions)	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Customer relationships	$	1,609	$	(747)	$	862	$	1,527	$	(600)	$	927
Trade names and trademarks	64		(29)		35		60		(15)		45
Developed technology	17		(5)		12		17		(3)		14
Total	$	1,690	$	(781)	$	909	$	1,604	$	(618)	$	986

Schedule of Future Amortization Expense

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


(In millions)	2026		2027		2028		2029		2030		Thereafter
Estimated amortization expense	$	108	$	105	$	93	$	79	$	72	$	452

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, 2025	Dec. 31, 2024	Dec. 31, 2023
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	$ 1,869	$ 1,770	$ 883
Fair Value Hierarchy
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	1,674	1,566
Cash and cash equivalents and other \| Level 1
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	28	17
Cash and cash equivalents and other \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	34	123
Fixed income securities \| Level 1
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	0	2
Fixed income securities \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	1,831	1,719
Equities \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	103	93
Repurchase agreements \| Level 2
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	(322)	(388)
Private markets \| Net Asset Value Per Share
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Total net assets in fair value hierarchy	$ 195	$ 204

Accrued Expenses (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Payables and Accruals [Abstract]
Salaries, benefits, related taxes and temporary labor	$ 627	$ 460
Facility, transportation and related expenses	383	422
Value-added tax and other taxes	254	213
Accrued interest	22	20
Other accrued expenses	206	156
Total accrued expenses	$ 1,492	$ 1,271

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Current assets
Cash and cash equivalents	$ 854	$ 413
Accounts receivable, net of allowance of $15 and $15	2,028	1,799
Other current assets	406	429
Total current assets	3,288	2,641
Long-term assets
Property and equipment, net of accumulated depreciation of $2,126 and $1,732	1,151	1,160
Operating lease assets	2,563	2,329
Goodwill	3,781	3,549
Intangible assets, net of accumulated amortization of $781 and $618	909	986
Other long-term assets	570	601
Total long-term assets	8,974	8,625
Total assets	12,262	11,266
Current liabilities
Accounts payable	758	776
Accrued expenses	1,492	1,271
Current debt	446	110
Current operating lease liabilities	745	647
Other current liabilities	434	385
Total current liabilities	3,875	3,189
Long-term liabilities
Long-term debt	2,619	2,521
Long-term operating lease liabilities	2,044	1,898
Other long-term liabilities	709	623
Total long-term liabilities	5,372	5,042
Commitments and Contingencies (Note 18)
Stockholders’ Equity
Common Stock, $0.01 par value per share; 300,000 shares authorized, 119,868 and 119,496 shares issued and 114,512 and 119,496 shares outstanding, respectively	1	1
Treasury stock, at cost; 5,356 and 0 shares, respectively	(202)	0
Preferred Stock, $0.01 par value per share; 10,000 shares authorized, 0 issued and outstanding	0	0
Additional Paid-In Capital (“APIC”)	2,667	2,629
Retained earnings	718	686
Accumulated Other Comprehensive Income (Loss) (“AOCIL”)	(201)	(313)
Total stockholders’ equity before NCI	2,983	3,003
NCI	32	32
Total equity	3,015	3,035
Total liabilities and equity	$ 12,262	$ 11,266

Basis of Presentation and Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

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.

Use of Estimates

The preparation of Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles (“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.

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 relates to deposits in connection with the ordinary conduct of

business. Restricted cash is recorded in Other current assets and Other long-term assets on the Consolidated Balance Sheets.

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.

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 intended function.

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

Leases

The Company has entered into noncancelable operating and finance leases primarily for real estate and warehouse equipment. The Company determines whether an arrangement is a lease at inception and, if so, whether that lease meets the classification criteria for a finance or an operating lease at the commencement date.

For leases with terms greater than 12 months, the Company recognizes lease assets and lease liabilities at lease commencement based on the present value of 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 lease liability. Certain lease agreements include rental payments based on changes in the consumer price index (“CPI”) or fair market value. Lease liabilities are not remeasured due to changes in the CPI or fair market value; instead, such changes are treated as variable costs 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 include rent escalation clauses, renewal or termination options, rent holidays, and certain landlord incentives, such as tenant improvement allowances. Lease expense is recognized on a straight-line basis over the noncancelable lease term and renewal periods that are considered reasonably certain. Incentives 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.

For assets held for sale, to the extent the carrying amount is greater than the asset’s fair value less costs to sell, an impairment loss is recognized for the difference.

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 the Company 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 over the requisite service period of the award, based on the grant date fair value, 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 vesting conditions, the Company establishes the fair value based on the market price on the date of the grant. For grants of awards subject to both market-based and performance-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. Anti-dilutive shares were immaterial for the years ended December 31, 2025, 2024 and 2023.

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 in 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 and Accounting Pronouncements Issued But Not Yet Adopted

Adoption of New Accounting Standards

In December 2023, the Financial Accounting Standards Board (“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. The ASU 2023-09 did not have a material impact on the Company’s results of operations, financial position or cash flows, other than additional disclosure requirements. The Company has retrospectively adopted and presented comparative periods in conformity with the new standard. See Note 17. “Income Taxes.”

Accounting Pronouncements Issued But Not Yet Adopted

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 does not expect this standard to have a material impact on its results of operations, financial position or cash flows, and is currently evaluating the impact of adopting this standard on its disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles- Goodwill and Other- Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this Update remove all references to prescriptive and sequential software development stages (referred to as “project stages”) throughout Subtopic 350-40. Therefore, an entity is required to start capitalizing software costs when certain capitalization criteria are met. The ASU also supersedes guidance on website development costs. The amendments are effective for all entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The Company is currently evaluating the impact of this standard on its results of operations, financial position or cash flows, and the impact of adopting this standard on its disclosures.

Stockholders’ Equity - Schedule of Accumulated Other Comprehensive Income - Loss (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	$ 3,035	$ 2,946	$ 2,678
Other comprehensive income (loss), net of tax	112	(77)	16
Ending balance	3,015	3,035	2,946
Foreign Currency Translation Adjustments
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(195)	(83)	(156)
Other comprehensive income (loss) before reclassifications	344	(113)	72
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	0	0	0
Tax amounts	(2)	1	1
Other comprehensive income (loss), net of tax	342	(112)	73
Ending balance	147	(195)	(83)
Net Investment Hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	31	(47)	7
Other comprehensive income (loss) before reclassifications	(252)	108	(66)
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	0	(7)	(3)
Tax amounts	57	(23)	15
Other comprehensive income (loss), net of tax	(195)	78	(54)
Ending balance	(164)	31	(47)
Cash Flow Hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	4	5	7
Other comprehensive income (loss) before reclassifications	(3)	(1)	(3)
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	0	0	0
Tax amounts	0	0	1
Other comprehensive income (loss), net of tax	(3)	(1)	(2)
Ending balance	1	4	5
Fair Value Hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	0	0	0
Other comprehensive income (loss) before reclassifications	(1)	0	0
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	0	0	0
Tax amounts	0	0	0
Other comprehensive income (loss), net of tax	(1)	0	0
Ending balance	(1)	0	0
Defined Benefit Plans
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(155)	(113)	(112)
Other comprehensive income (loss) before reclassifications	(45)	(60)	(3)
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	5	3	2
Tax amounts	9	15	0
Other comprehensive income (loss), net of tax	(31)	(42)	(1)
Ending balance	(186)	(155)	(113)
Less: AOCIL attributable to NCI
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	2	(1)	0
Other comprehensive income (loss) before reclassifications	0	3	(1)
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	0	0	0
Tax amounts	0	0	0
Other comprehensive income (loss), net of tax	0	3	(1)
Ending balance	2	2	(1)
AOCIL attributable to GXO
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax
Beginning balance	(313)	(239)	(254)
Other comprehensive income (loss) before reclassifications	43	(63)	(1)
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	5	(4)	(1)
Tax amounts	64	(7)	17
Other comprehensive income (loss), net of tax	112	(74)	15
Ending balance	$ (201)	$ (313)	$ (239)

Leases

12 Months Ended

Dec. 31, 2025

Leases [Abstract]

Leases

9. Leases

The components of lease cost recorded in the Consolidated Statements of Operations were as follows:


	Year Ended December 31,
(In millions)	2025		2024		2023
Operating leases:
Operating lease cost	$	915	$	830	$	751
Short-term lease cost	181		202		225
Variable lease cost	222		153		129
Total operating lease cost(1)	$	1,318	$	1,185	$	1,105
Finance leases:
Amortization of the right-of-use assets	$	36	$	30	$	30
Interest on the lease liabilities	18		10		5
Total finance lease cost	$	54	$	40	$	35
Total operating and finance lease cost	$	1,372	$	1,225	$	1,140

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

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


	December 31,
(In millions)	2025		2024
Operating leases:
Operating lease assets	$	2,563	$	2,329

Current operating lease liabilities	$	745	$	647
Long-term operating lease liabilities	2,044		1,898
Total operating lease liabilities	$	2,789	$	2,545

Finance leases:


Property and equipment, net	$	306	$	239

Current debt	$	45	$	39
Long-term debt	281		237
Total finance lease liabilities	$	326	$	276

Supplemental cash flow information related to leases was as follows:


	Year Ended December 31,
(In millions)	2025		2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$	876	$	791	$	696
Operating cash flows for finance leases	18		10		5
Financing cash flows for finance leases	50		45		29
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases, including $166 and $52 from an acquisition in 2024 and 2023, respectively	$	863	$	815	$	568
Finance leases, including $83 and $1 from an acquisition in 2024 and 2023, respectively	74		211		10

Supplemental weighted-average information for leases was as follows:


	December 31,
	2025		2024
Weighted-average remaining lease term
Operating leases	5.5 years		5.6 years
Finance leases	16.6 years		24.1 years
Weighted-average discount rate
Operating leases	5.1	%	4.9	%
Finance leases	5.6	%	5.4	%

Maturities of lease liabilities as of December 31, 2025 were as follows:


(In millions)	Finance Leases		Operating Leases
2026	$	68	$	854
2027	51		706
2028	42		513
2029	34		348
2030	30		245
Thereafter	296		563
Total lease payments	521		3,229
Less: Interest	(195)		(440)
Present value of lease liabilities	$	326	$	2,789

As of December 31, 2025, the Company had operating leases that have not yet commenced with future undiscounted lease payments of approximately $176 million. These operating leases will begin in 2026 and 2027, with initial lease terms ranging from four to ten years.

Leases

9. Leases

The components of lease cost recorded in the Consolidated Statements of Operations were as follows:


	Year Ended December 31,
(In millions)	2025		2024		2023
Operating leases:
Operating lease cost	$	915	$	830	$	751
Short-term lease cost	181		202		225
Variable lease cost	222		153		129
Total operating lease cost(1)	$	1,318	$	1,185	$	1,105
Finance leases:
Amortization of the right-of-use assets	$	36	$	30	$	30
Interest on the lease liabilities	18		10		5
Total finance lease cost	$	54	$	40	$	35
Total operating and finance lease cost	$	1,372	$	1,225	$	1,140

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

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


	December 31,
(In millions)	2025		2024
Operating leases:
Operating lease assets	$	2,563	$	2,329

Current operating lease liabilities	$	745	$	647
Long-term operating lease liabilities	2,044		1,898
Total operating lease liabilities	$	2,789	$	2,545

Finance leases:


Property and equipment, net	$	306	$	239

Current debt	$	45	$	39
Long-term debt	281		237
Total finance lease liabilities	$	326	$	276

Supplemental cash flow information related to leases was as follows:


	Year Ended December 31,
(In millions)	2025		2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$	876	$	791	$	696
Operating cash flows for finance leases	18		10		5
Financing cash flows for finance leases	50		45		29
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases, including $166 and $52 from an acquisition in 2024 and 2023, respectively	$	863	$	815	$	568
Finance leases, including $83 and $1 from an acquisition in 2024 and 2023, respectively	74		211		10

Supplemental weighted-average information for leases was as follows:


	December 31,
	2025		2024
Weighted-average remaining lease term
Operating leases	5.5 years		5.6 years
Finance leases	16.6 years		24.1 years
Weighted-average discount rate
Operating leases	5.1	%	4.9	%
Finance leases	5.6	%	5.4	%

Maturities of lease liabilities as of December 31, 2025 were as follows:


(In millions)	Finance Leases		Operating Leases
2026	$	68	$	854
2027	51		706
2028	42		513
2029	34		348
2030	30		245
Thereafter	296		563
Total lease payments	521		3,229
Less: Interest	(195)		(440)
Present value of lease liabilities	$	326	$	2,789

Income Taxes - Valuation Allowances (Details) - Valuation Allowance, Deferred Tax Asset - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves
Beginning Balance	$ 26	$ 50	$ 44
Additions	29	5	16
Reductions	(11)	(29)	(10)
Ending Balance	44	26	50
Foreign Tax Jurisdiction
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves
Additions	14
Wincanton
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves
Final purchase price allocation	$ 10
PFSweb, Inc
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves
Reductions		$ 22	$ 8

Leases - Supplemental Cash Flows (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Lessee, Lease, Description
Operating cash flows for operating leases	$ 876	$ 791	$ 696
Operating cash flows for finance leases	18	10	5
Financing cash flows for finance leases	50	45	29
Operating leases	863	815	568
Finance leases	$ 74	211	10
Clipper Logistics Plc
Lessee, Lease, Description
Operating leases		166
Finance leases		$ 83
Kuehne + Nagel
Lessee, Lease, Description
Operating leases			52
Finance leases			$ 1

Basis of Presentation and Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss
Beginning balance	$ 15	$ 11	$ 12
Provisions charged to expense	5	16	10
Write-offs, less recoveries, and foreign exchange translation	(5)	(12)	(11)
Ending balance	$ 15	$ 15	$ 11

Organization (Details)	12 Months Ended
Organization (Details)	Dec. 31, 2025 segment $ / shares	Dec. 31, 2024 $ / 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

Income Taxes - Deferred Tax Asset And Deferred Tax Liability (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Income Tax Disclosure [Abstract]
Other long-term assets	$ 128	$ 89
Other long-term liabilities	(224)	(256)
Net deferred tax liability	$ (96)	$ (167)

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Income Statement [Abstract]
Revenue	$ 13,178	$ 11,709	$ 9,778
Direct operating expense	11,190	9,853	8,035
Selling, general and administrative expense	1,106	1,061	998
Depreciation and amortization expense	457	415	361
Transaction and integration costs	54	76	34
Restructuring costs and other	27	25	25
Regulatory Matter and Legal Fees	65	59	0
Net loss on divestiture of business	34	2	7
Operating income	245	218	318
Other income (expense), net	(8)	31	1
Interest expense, net	(133)	(103)	(53)
Income before income taxes	104	146	266
Income tax expense	(68)	(8)	(33)
Net income	36	138	233
Net income attributable to Noncontrolling Interests (“NCI”)	(4)	(4)	(4)
Net income attributable to GXO	$ 32	$ 134	$ 229
Earnings per share
Basic (in dollars per share)	$ 0.28	$ 1.12	$ 1.93
Diluted (in dollars per share)	$ 0.28	$ 1.12	$ 1.92
Weighted-average shares outstanding used in computation of earnings per share
Basic (in shares)	115,677	119,413	118,908
Diluted (in shares)	116,303	119,798	119,490

Debt and Financing Arrangements

12 Months Ended

Dec. 31, 2025

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)	2025		2024
Unsecured notes due 2026(2)	1.65%	$	400	$	399
Unsecured notes due 2029(3)	6.25%	594		593
Unsecured notes due 2031(4)	2.65%	398		397
Unsecured notes due 2034(5)	6.50%	491		490
Euro Unsecured notes due 2030 (€500 principal)(6)	3.75%	580		—
Three-Year Term Loan due 2025(7)	—%	—		50
Five-Year Term Loan due 2027(8)(9)	5.19%	275		399
Finance leases and other debt	Various	327		303
Total debt		$	3,065	$	2,631
Less: Current debt(10)		446		110
Long-term debt		$	2,619	$	2,521

(1) Interest rates as of December 31, 2025.

(2) Net of unamortized discount and debt issuance costs of zero and $1 million, as of December 31, 2025 and 2024, respectively.

(3) Net of unamortized discount and debt issuance costs of $6 million and $7 million as of December 31, 2025 and 2024, respectively.

(4) Net of unamortized discount and debt issuance costs of $2 million and $3 million as of December 31, 2025 and 2024, respectively.

(5) Net of unamortized discount and debt issuance costs of $9 million and $10 million as of December 31, 2025 and 2024, respectively.

(6) Net of unamortized discount and debt issuance costs of $7 million, as of December 31, 2025.

(7) In May 2025, the Company repaid the remaining $50 million of the Three- Year Term Loan due 2025.

(8) Net of unamortized debt issuance costs of zero and $1 million, as of December 31, 2025 and 2024, respectively.

(9) In November 2025, the Company repaid $125 million of the Five Year Term Loan due 2027.

(10) As of December 31, 2025, current debt includes $400 million of Unsecured notes due 2026.

Euro Unsecured Notes

In November 2025, GXO Logistics Capital B.V., a wholly owned, indirect consolidated subsidiary of the Company (the “Issuer”), issued €500 million (approximately $580 million) of 3.750% notes due 2030 at a discount to par at a price of 99.776% (the “EUR Unsecured notes due 2030”). The EUR Unsecured notes due 2030 accrue interest at 3.750% per year, and mature on November 24, 2030. Interest on the EUR Unsecured notes due 2030 is payable annually in arrears on November 24 of each year, beginning on November 24, 2026. The EUR Unsecured notes due

2030 are fully and unconditionally guaranteed on an unsecured, unsubordinated basis by GXO Logistics, Inc. (“GXO” and GXO’s guarantee of the Notes, the “Parent Guarantee”).

The EUR Unsecured notes due 2030 and the Parent Guarantee are unsecured, unsubordinated obligations of the Issuer and GXO, respectively, and they rank equally in right of payment with all of the Issuer’s and GXO’s respective existing and future unsecured, unsubordinated indebtedness.

Unsecured Notes

In 2024, the Company issued $1.1 billion of unsecured notes, consisting of $600 million of notes due 2029 (the “Unsecured notes due 2029”) and $500 million of notes due 2034 (the “Unsecured notes due 2034”) to fund the Wincanton Acquisition. The Unsecured notes due 2029 accrue interest at 6.25% per annum, payable semiannually on May 6 and November 6 of each year, and mature on May 6, 2029. The Unsecured notes due 2034 accrue interest at 6.50% per annum, payable semiannually on May 6 and November 6 of each year, and mature on May 6, 2034.

In 2021, the Company issued $800 million of unsecured notes, consisting of $400 million of notes due 2026 (the “Unsecured notes due 2026”) and $400 million of notes due 2031 (the “Unsecured notes due 2031”). 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 mature 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 mature 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”), which matures 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 2025 and 2024, the Company repaid $125 million and $100 million, respectively, of the Five- Year Term Loan due 2027.

Three-Year Term Loan due 2025

In 2022, the Company borrowed a $235 million three-year term loan tranche (the “Three-Year Term Loan”) which was to mature on May 26, 2025. The Three-Year Term Loan bore 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. The Company repaid $185 million in 2024 and $50 million in 2025.

Revolving Credit Facilities

In 2024, the Company entered into a 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 is equal to $800 million, of which $100 million is available for the issuance of letters of credit.

Loans under the Revolving Credit Agreement 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. As of December 31, 2025 and 2024, no principal amounts were outstanding, and letters of credit were $6 million and $1 million, respectively, under the Revolving Credit Agreement.

In connection with the Wincanton Acquisition, the Company assumed a revolving credit facility agreement (the “Wincanton Revolving Credit Agreement”) under which it may, at any time, borrow up to £175 million, which was to mature in 2027. Loans under the Wincanton Revolving Credit Agreement bore interest at a daily simple rate based on SONIA plus a margin. In November 2025, the Company terminated the Wincanton Revolving Credit Agreement. As of December 31, 2024, the Company had £15 million ($19 million) in outstanding borrowings under this agreement.

Borrowings under revolving credit facilities maturing in three months or less are presented net in the Consolidated Statement of Cash Flows.

Long-Term Debt Maturities

Set forth below is the aggregate principal amount of the Company’s long-term debt (excluding finance lease obligations, and unamortized debt issuance costs and discounts) as of December 31, 2025, maturing during the following years.


(In millions)	2026		2027		2028		2029		2030		Thereafter
Long-term debt	$	400	$	275	$	—	$	600	$	587	$	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 it 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)	2025		2024		2023
Receivables sold in period	$	2,794	$	1,856	$	1,110
Cash consideration	2,777		1,843		1,103
Net cash provided by operating cash flows	40		200		21

Covenants and Compliance

The covenants for the Company’s debt securities, 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, 2025, 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 815
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-Name Accounting Standards Codification
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-Paragraph 8A
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480738/235-10-S50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

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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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2025
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

Segment Information

12 Months Ended

Dec. 31, 2025

Segment Reporting [Abstract]

Segment Information

4. 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 and other, regulatory matter and litigation expense, net loss on divestiture of business, and unrealized gain/loss on foreign currency contracts (“Adjusted EBITDA”). The CODM uses Adjusted EBITDA to communicate performance targets to the segment managers, allocate resources to the segments, and to monitor segment performance. Additionally, the CODM considers the performance of this measure against planned and forecasted amounts to make investing and resource allocation decisions. The actual results are used in assessing performance of the Company and in establishing management’s compensation.

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)	2025		2024		2023
Revenue	$	13,178	$	11,709	$	9,778
Direct operating expense	11,190		9,853		8,035
Selling, general and administrative expense(1)	1,029		996		931
Other (income) expense, net(2)(4)	1		(20)		4
Segment Adjusted EBITDA	$	958	$	880	$	808
Less:
Corporate expenses(3)	77		65		67
Depreciation expense	338		307		290
Amortization of intangible assets acquired	119		108		71
Transaction and integration costs	54		76		34
Restructuring costs and other	27		25		25
Regulatory matter and litigation expense	65		59		—
Net loss on divestiture of business	34		2		7
Unrealized (gain) loss on foreign currency contracts(4)	7		(11)		(5)
Interest expense, net	133		103		53
Income before income taxes	104		146		266
Income tax expense	(68)		(8)		(33)
Net income	$	36	$	138	$	233

(1) Excludes unallocated corporate expenses.

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

(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/expense, net in the Consolidated Statements of Operations.

Long-lived assets geographic information

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


	December 31,
(In millions)	2025		2024
United States	$	1,278	$	1,498
Europe(1)	1,198		939
United Kingdom	1,190		1,006
Other(2)	48		46
Total	$	3,714	$	3,489

(1) Europe exclusive of the United Kingdom.

(2) 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

+ Details

Stock-Based Compensation - Schedule of Stock Option Activity (Details) - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Number of Stock Options
Beginning balance (in shares)	895
Exercised (in shares)	(6)
Forfeited or expired (in shares)	(157)
Ending balance (in shares)	732	895
Exercisable (in shares)	568
Weighted-Average Exercise Price
Beginning of year (in dollars per share)	$ 65.07	$ 64.67
Exercised (in dollars per share)	12.12
Forfeited or expired (in dollars per share)	64.91
Ending balance (in dollars per share)	65.07	$ 64.67
Exercisable (in dollars per share)	$ 65.05
Weighted-Average Remaining Term
Weighted-Average Remaining Term	4 years	6 years
Exercisable (in years)	4 years

Stockholders' Equity

12 Months Ended

Dec. 31, 2025

Equity [Abstract]

Stockholders' Equity

13. Stockholders’ Equity

Stock Repurchase Plan

On February 18, 2025, the Company’s board of directors authorized and announced the repurchase of up to $500 million (the “Repurchase Plan”) of its common stock. 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 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.

The repurchase of shares of the Company’s common stock is recorded as treasury stock within equity and is accounted for under the cost method inclusive of share repurchase costs and excise tax on share repurchases in excess of issuances. In 2025, the Company repurchased approximately 5.4 million shares of its common stock for an aggregate purchase price of $202 million, including share repurchase costs and excise tax. As of December 31, 2025, the remaining authorization under the Repurchase Plan was $300 million.

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		Fair Value Hedges		Defined Benefit Plans		Less: AOCIL attributable to NCI		AOCIL attributable to GXO
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)
Other comprehensive income (loss) before reclassifications	344		(252)		(3)		(1)		(45)		—		43
Amounts reclassified to net income	—		—		—		—		5		—		5
Tax amounts	(2)		57		—		—		9		—		64
Other comprehensive income (loss), net of tax	342		(195)		(3)		(1)		(31)		—		112
As of December 31, 2025	$	147	$	(164)	$	1	$	(1)	$	(186)	$	2	$	(201)

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8A
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480434/815-10-50-8A

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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Reference 4: 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/505/tableOfContent

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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Segment Information - Schedule of Long-lived Assets (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Revenues from External Customers and Long-Lived Assets
Long-lived assets	$ 3,714	$ 3,489
United States
Revenues from External Customers and Long-Lived Assets
Long-lived assets	1,278	1,498
Europe
Revenues from External Customers and Long-Lived Assets
Long-lived assets	1,198	939
United Kingdom
Revenues from External Customers and Long-Lived Assets
Long-lived assets	1,190	1,006
Other
Revenues from External Customers and Long-Lived Assets
Long-lived assets	$ 48	$ 46

Intangible Assets

12 Months Ended

Dec. 31, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

7. Intangible Assets

The following table summarizes identifiable intangible assets subject to amortization:


	December 31, 2025						December 31, 2024
(In millions)	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Customer relationships	$	1,609	$	(747)	$	862	$	1,527	$	(600)	$	927
Trade names and trademarks	64		(29)		35		60		(15)		45
Developed technology	17		(5)		12		17		(3)		14
Total	$	1,690	$	(781)	$	909	$	1,604	$	(618)	$	986

Intangible asset amortization expense was $119 million, $108 million and $71 million for the years ended December 31, 2025, 2024 and 2023, respectively. In addition, in connection with the Wincanton Divestment (see note 5), $21 million of customer relationships were impaired in 2025.

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


(In millions)	2026		2027		2028		2029		2030		Thereafter
Estimated amortization expense	$	108	$	105	$	93	$	79	$	72	$	452

Leases - Narrative (Details) $ in Millions	Dec. 31, 2025 USD ($)
Lessee, Lease, Description
Operating leases that have not yet commenced	$ 176
Minimum
Lessee, Lease, Description
Terms of operating leases	4 years
Maximum
Lessee, Lease, Description
Terms of operating leases	10 years

Revenue Recognition - Contract Liability (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Contract assets and contract costs included in:
Other current assets	$ 36	$ 37
Other long-term assets	235	196
Total contract assets	271	233
Contract liabilities included in:
Other current liabilities	279	272
Other long-term liabilities	101	128
Total contract liabilities	380	400
Amounts included in the beginning of year contract liability balance	$ 272	$ 208	$ 122

Property and Equipment

12 Months Ended

Dec. 31, 2025

Property, Plant and Equipment [Abstract]

Property and Equipment

8. Property and Equipment

The following table summarizes property and equipment:


	December 31,
(In millions)	2025		2024
Land, buildings and leasehold improvements	$	589	$	515
Warehouse equipment, fleet and other	1,279		1,113
Technology and automated systems	582		531
Computer equipment	391		335
Internal-use software	436		398
Total property and equipment, gross	3,277		2,892
Less: accumulated depreciation and amortization	(2,126)		(1,732)
Total property and equipment, net	$	1,151	$	1,160

Depreciation of property and equipment was $338 million, $307 million and $290 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
United Kingdom
Defined Benefit Plan Disclosure
Estimate of company contribution	$ 1
Pension Plan
Defined Benefit Plan Disclosure
Defined contribution plan	$ 113	$ 92	$ 66
Pension Plan \| Defined Benefit Plan, Gilts And Cash \| U.K. Retirement Plan \| United Kingdom
Defined Benefit Plan Disclosure
Target strategic asset allocation	69.00%
Pension Plan \| Defined Benefit Plan, Growth And Income Assets \| U.K. Retirement Plan \| United Kingdom
Defined Benefit Plan Disclosure
Target strategic asset allocation	31.00%

- 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

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

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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2025

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation Expense

The following table summarizes stock-based compensation expense by line item in the Consolidated Statements of Operations:


	Year Ended December 31,
(In millions)	2025		2024		2023
Selling, general and administrative expense	$	43	$	38	$	35
Restructuring costs and other	4		1		—
Total stock-based compensation expense	$	47	$	39	$	35
Income tax expense (benefit) on stock-based compensation	$	(5)	$	(7)	$	1

The following table summarizes stock-based compensation expense by award type in the Consolidated Statements of Operations:


	Year Ended December 31,
(In millions)	2025		2024		2023
RSUs	$	35	$	28	$	22
PSUs	10		7		8
Stock options	2		3		5
RSAs	—		1		—
Total stock-based compensation expense	$	47	$	39	$	35

Schedule of Stock Option Activity

A summary of the stock option award activity for the year ended December 31, 2025, is as follows:



(In thousands, except per share)	Number of Stock Options	Weighted-Average Exercise Price		Weighted-Average Remaining Term
Outstanding as of December 31, 2024	895	$	64.67	6 years

Exercised	(6)	12.12
Forfeited or expired	(157)	64.91
Outstanding as of December 31, 2025	732	$	65.07	4 years
Exercisable as of December 31, 2025	568	$	65.05	4 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,
	2025		2024		2023
Weighted-average risk-free interest rate	4.0	%	4.9	%	4.7	%
Expected volatility	41	%	30	%	32	%

Schedule of Restricted Stock Unit Activity

A summary of the RSUs and PSUs award activity for the year ended December 31, 2025, is as follows:


	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, 2024	1,379	$	52.38	457	$	58.11
Granted	1,193	39.75		328	41.27
Vested(1)	(590)	53.12		(2)	74.84
Forfeited	(214)	46.87		(79)	62.65
Outstanding as of December 31, 2025	1,768	$	44.27	704	$	48.34

(1) The number of RSUs and PSUs vested included 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 the RSUs and PSUs award activity for the year ended December 31, 2025, is as follows:


	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, 2024	1,379	$	52.38	457	$	58.11
Granted	1,193	39.75		328	41.27
Vested(1)	(590)	53.12		(2)	74.84
Forfeited	(214)	46.87		(79)	62.65
Outstanding as of December 31, 2025	1,768	$	44.27	704	$	48.34

(1) The number of RSUs and PSUs vested included 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, 2025 USD ($)
Debt Disclosure [Abstract]
2026	$ 400
2027	275
2028	0
2029	600
2030	587
Thereafter	$ 900

Fair Value Measurements and Financial Instruments

12 Months Ended

Dec. 31, 2025

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, and accrued expenses approximated their fair values as of December 31, 2025 and 2024, due to their short-term nature.

Debt

The fair value of debt was as follows:


		December 31, 2025				December 31, 2024
(In millions)	Level	Fair Value		Carrying Value		Fair Value		Carrying Value
Unsecured notes due 2026	2	$	394	$	400	$	380	$	399
Unsecured notes due 2029	2	631		594		617		593
Unsecured notes due 2031	2	358		398		336		397
Unsecured notes due 2034	2	540		491		514		490
EUR notes due 2030	2	586		580		—		—
Three-Year Term Loan due 2025	2	—		—		49		50
Five-Year Term Loan due 2027	2	272		275		394		399

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 cross-currency swaps to hedge portions of its net investments in foreign operations. For instruments that meet the hedge accounting requirements, the net gains or losses attributable to changes in spot exchange rates are recorded in the foreign currency translation adjustment within other comprehensive income, and will be recorded in the Consolidated Statement of Operations with currency translation adjustments in the future when the respective foreign entity is sold or liquidated. Cash flows from net investment hedges other than the excluded component are classified as investing activities in the Consolidated Statements of Cash Flows.

Cash Flow Hedges

The Company uses interest rate swaps to hedge the variability of cash flows resulting from variable-rate borrowings. For derivative instruments that are designated and qualify as cash flow hedges, gains or losses are initially recorded in other comprehensive income, and later reclassified to earnings when the hedged interest rate payments affect the Consolidated Statement of Operations.

Fair Value Hedges

The Company uses cross-currency swaps to hedge its foreign exchange risk on intercompany loans. For derivative instruments that are designated and qualify as fair value hedges, the gain or loss on the derivative instrument is recognized in the Consolidated Statement of Operations during the current period, together with the gain or loss on the hedged item, other than the excluded component which reported in other comprehensive income, and later recorded in the Consolidated Statement of Operations over the term of the hedge.

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,
	2025				2024
(In millions)	Notional Amount		Fair Value		Notional Amount		Fair Value		Balance Sheet Location
Derivatives designated as net investment hedges:
Cross-currency swaps	$	—	$	—	$	270	$	12	Other current assets
Cross-currency swaps	—		—		1,177		48		Other long-term assets
Cross-currency swaps	422		33		98		7		Other current liabilities
Cross-currency swaps	1,400		143		325		2		Other long-term liabilities

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

Derivatives designated as fair value hedges:
Cross-currency swaps	$	236	$	1	$	—	$	—	Other long-term liabilities

Derivatives not designated as hedges:
Foreign currency option contracts	$	308	$	3	$	300	$	13	Other current assets
Foreign currency option contracts	316		4		26		—		Other current liabilities
Foreign currency forward contracts	231		1		125		1		Other current liabilities

As of December 31, 2025 and 2024, these derivatives were classified as Level 2 within the fair value hierarchy. These derivatives are valued using inputs other than quoted prices, such as foreign exchange rates and yield curves.

Derivatives designated as hedges

The effects of hedges on AOCIL and in the Consolidated Statements of Operations were as follows:


	Year Ended December 31, 2025						Year Ended December 31, 2024
(In millions)	Amount of Gain (Loss) Recognized in Other Comprehensive Income		Gain (Loss) Reclassified from AOCIL into Net Income		Gain (Loss) Recognized in Net Income (Excluded from effectiveness testing)		Amount of Gain (Loss) Recognized in Other Comprehensive Income		Gain (Loss) Reclassified from AOCIL into Net Income		Gain (Loss) Recognized in Net Income (Excluded from effectiveness testing)
Net investment hedges(1):
Cross-currency swaps	$	(252)	$	(3)	$	3	$	108	$	4	$	3
Cash flow hedges(1):
Interest rate swaps	$	(3)	$	—	$	—	$	(1)	$	—	$	—
Fair value hedges(2):
Cross-currency swaps	$	(1)	$	—	$	—	$	—	$	—	$	—

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

(2) Amounts reclassified to net income are reported in Other income, net in the Consolidated Statements of Operations.

Derivatives not designated as hedges

Gains and losses on derivatives not designated as hedges were recognized in Other income, net in the Consolidated Statements of Operations as follows:


	Year Ended December 31,
(In millions)	2025		2024		2023
Foreign currency gain (loss) on foreign currency contracts	$	(15)	$	4	$	(9)

Restructuring Costs and Other

12 Months Ended

Dec. 31, 2025

Restructuring and Related Activities [Abstract]

Restructuring Costs and Other

16. Restructuring Costs and Other

Restructuring costs and other consisted of severance paid to exiting individuals from the Company’s leadership team and severance paid as part of an initiative to optimize corporate expenses. Restructuring liability is recorded in Accrued expenses and Other long-term liabilities in the Consolidated Balance Sheets.

The following table summarizes the restructuring liability for the year ended December 31, 2025:


(In millions)	Severance		Other		Total
Balance as of December 31, 2024	$	10	$	—	$	10
Charges incurred	23		4		27
Payments	(14)		(6)		(20)
Non-cash reductions	(4)		2		(2)
Balance as of December 31, 2025	$	15	$	—	$	15

As of December 31, 2025, $12 million of restructuring liability is expected to be paid over one year.

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2025
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 July 2, 2024, the Italian authorities initiated an investigation into the deductibility of value-added tax (VAT) payments made by the Company to certain third-party service providers. In 2025, the Company recorded €61 million ($65 million) of expense, including legal fees, and made final payments of €59 million ($68 million) to the Italian authorities in connection with the settlement of this matter. Related expenses, including legal fees, were recorded in Regulatory matter and litigation expense in the Consolidated Statements of Operations.

Basis of Presentation and Significant Accounting Policies - Narrative (Details)	12 Months Ended
	Dec. 31, 2025 reporting_unit
Accounting Policies [Abstract]
Number of reporting units	3

Leases - Lease Cost (Details) - USD ($) $ in Millions	12 Months Ended
Leases - Lease Cost (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Operating lease cost	$ 915	$ 830	$ 751
Short-term lease cost	181	202	225
Variable lease cost	222	153	129
Total operating lease cost	1,318	1,185	1,105
Amortization of the right-of-use assets	36	30	30
Interest on the lease liabilities	18	10	5
Total finance lease cost	54	40	35
Total operating and finance lease cost	$ 1,372	$ 1,225	$ 1,140

Property and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Property, Plant and Equipment
Total property and equipment, gross	$ 3,277	$ 2,892
Less: accumulated depreciation and amortization	(2,126)	(1,732)
Total property and equipment, net	1,151	1,160
Land, buildings and leasehold improvements
Property, Plant and Equipment
Total property and equipment, gross	589	515
Warehouse equipment, fleet and other
Property, Plant and Equipment
Total property and equipment, gross	1,279	1,113
Technology and automated systems
Property, Plant and Equipment
Total property and equipment, gross	582	531
Computer equipment
Property, Plant and Equipment
Total property and equipment, gross	391	335
Internal-use software
Property, Plant and Equipment
Total property and equipment, gross	$ 436	$ 398

Leases - Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024
Finance Leases
2026	$ 68
2027	51
2028	42
2029	34
2030	30
Thereafter	296
Total lease payments	521
Less: Interest	(195)
Present value of lease liabilities	326	$ 276
Operating Leases
2026	854
2027	706
2028	513
2029	348
2030	245
Thereafter	563
Total lease payments	3,229
Less: Interest	(440)
Present value of lease liabilities	$ 2,789	$ 2,545

Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Goodwill
Goodwill, beginning balance	$ 3,549	$ 2,891
Acquisition		730
Wincanton Divestment	(4)
Foreign exchange translation	240	(72)
Goodwill, ending balance	3,781	3,549
Wincanton
Goodwill
Acquisition	$ (4)	726
PFSweb, Inc
Goodwill
Acquisition		$ 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 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/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/exampleRef
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Reference 5: http://www.xbrl.org/2003/role/exampleRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479581/805-30-50-4

+ Details

Debt and Financing Arrangements (Tables)

12 Months Ended

Dec. 31, 2025

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)	2025		2024
Unsecured notes due 2026(2)	1.65%	$	400	$	399
Unsecured notes due 2029(3)	6.25%	594		593
Unsecured notes due 2031(4)	2.65%	398		397
Unsecured notes due 2034(5)	6.50%	491		490
Euro Unsecured notes due 2030 (€500 principal)(6)	3.75%	580		—
Three-Year Term Loan due 2025(7)	—%	—		50
Five-Year Term Loan due 2027(8)(9)	5.19%	275		399
Finance leases and other debt	Various	327		303
Total debt		$	3,065	$	2,631
Less: Current debt(10)		446		110
Long-term debt		$	2,619	$	2,521