XPO

EX-99.1

2 tm2616097d5_ex99-1.htm

EXHIBIT 99.1

Exhibit 99.1

XPO Reports Second Quarter 2026 Results

GREENWICH, Conn. – July 30, 2026 – XPO (NYSE: XPO) today announced its financial results for the second quarter 2026. The company reported diluted earnings per share of $1.36, compared with $0.89 for the same period in 2025, and adjusted diluted earnings per share of $1.70, compared with $1.05 for the same period in 2025.

Second Quarter 2026 Summary Results

Three Months Ended June 30,

Revenue Operating Income (Loss) (1)

(in millions) 2026 2025 Change % 2026 2025 Change %

North American Less-Than-Truckload Segment

$1,428 $1,240 15.2% $285 $199 43.2%

European Transportation Segment 927 841 10.2% (6) 11 NM

Corporate - - 0.0% (9) (11) -18.2%

Total $2,355 $2,080 13.2% $271 $198 36.9%

Adjusted Operating Income (2) Adjusted EBITDA (1)(2)

(in millions) 2026 2025 Change % 2026 2025 Change %

North American Less-Than-Truckload Segment

$287 $211 36.0% $390 $300 30.0%

European Transportation Segment 21 15 40.0% 48 44 9.1%

Corporate NA NA NA (4) (4) 0.0%

Total

$ NA

$ NA

NA $434 $340 27.6%

Net Income (1) Diluted EPS (1)

(in millions, except for per-share data) 2026 2025 Change % 2026 2025 Change %

Total $162 $106 52.8% $1.36 $0.89 52.8%

Diluted Weighted-Average

Common Shares Outstanding Adjusted Diluted EPS (1)(2)

(in millions, except for per-share data) 2026 2025 2026 2025 Change %

Total 118 119 $1.70 $1.05 61.9%

Amounts may not add due to rounding.

NM - Not meaningful

NA - Not applicable

(1) Includes gains from sales of real estate of $7 million ($9 million pre-tax) or $0.06 per diluted share in the second quarter of 2026. There were no gains from sales of real estate in the second quarter of 2025.

(2) See the “Non-GAAP Financial Measures” section of the press release.

Mario Harik, chairman and chief executive officer of XPO, said, “We accelerated our performance significantly in the second quarter, delivering 56% year-over-year growth in adjusted diluted EPS and 25% growth in adjusted EBITDA, excluding real estate gains.

“In North American LTL, we increased adjusted operating income by 36% year-over-year and expanded our adjusted operating ratio by 300 basis points to a record 79.9%, strongly outperforming seasonality. Both yield and revenue per shipment, excluding fuel, improved sequentially and year-over-year, while our profitable market share gains ramped volume growth through the quarter. Underpinning these achievements is our service quality for customers, as we delivered a company-best damage claims ratio below 0.2%. On the cost side, we continued to improve labor productivity above target by implementing new AI capabilities across the network, enhancing efficiency.”

1

Harik continued, “A consistently superior customer experience remains our foundation for value creation as we continue to grow the business and expand our margins. Our world-class service, combined with the investments we’ve made in our network, fleet and people are driving outperformance and accelerating free cash flow generation as freight demand strengthens.”

Second Quarter Highlights

For the second quarter 2026, the company generated revenue of $2.36 billion, compared with $2.08 billion for the same period in 2025.

Operating income was $271 million for the second quarter, compared with $198 million for the same period in 2025. Net income was $162 million for the second quarter, compared with $106 million for the same period in 2025. Diluted earnings per share was $1.36 for the second quarter, compared with $0.89 for the same period in 2025.

Adjusted net income, a non-GAAP financial measure, was $201 million for the second quarter, compared with $125 million for the same period in 2025. Adjusted diluted EPS, a non-GAAP financial measure, was $1.70 for the second quarter, compared with $1.05 for the same period in 2025.

Adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”), a non-GAAP financial measure, was $434 million for the second quarter, compared with $340 million for the same period in 2025.

The company generated $308 million of cash flow from operating activities in the second quarter and ended the quarter with $298 million of cash and cash equivalents on hand, after completing $101 million of net capital expenditures, $70 million of common stock repurchases and $70 million of term loan repayments.

Results by Business Segment

·North American Less-Than-Truckload (LTL): The segment grew revenue to $1.43 billion for the second quarter 2026, compared with $1.24 billion for the same period in 2025. On a year-over-year basis, yield, excluding fuel, increased 4.4%, shipments per day increased 2.8%, and tonnage per day increased 1.0%.

Operating income increased to $285 million for the second quarter, compared with $199 million for the same period in 2025. Adjusted operating income, a non-GAAP financial measure, increased to $287 million for the second quarter, compared wi

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UNITED STATES

SECURITIES AND EXCHANGE

COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 5, 2026

XPO,

INC.

(Exact name of registrant as specified in its charter)

Delaware

001-32172

03-0450326

(State or other jurisdiction of

incorporation)

(Commission File Number)

(I.R.S.

Employer Identification No.)

Five American Lane, Greenwich, Connecticut 06831

(Address of principal executive offices)

(855) 976-6951

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common stock, par value $0.001 per share

XPO

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02. Results of Operations and Financial Condition.

On February 5, 2026, XPO, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter and year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Exhibit Description

99.1

Press Release, dated February 5, 2026, issued by XPO, Inc.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: February 5, 2026

XPO, INC.

By: /s/ Kyle Wismans

Kyle Wismans

Chief Financial Officer