On May 6, 2024, GXO Logistics, Inc. (?GXO?) completed its previously announced offering of $1.1 billion in aggregate principal amount of senior notes, consisting of $600 million in aggregate principal amount of notes due 2029 (the ?2029 notes?) and $500 million in aggregate principal amount of notes due 2034 (the ?2034 notes?, and together with the 2029 notes, the ?notes?). The notes were issued pursuant to an indenture dated as of July 2, 2021 (the ?Base Indenture?), as supplemented by the Second Supplemental Indenture dated as of May 6, 2024 (the ?Supplemental Indenture?, and the Base Indenture as amended or supplemented by the Supplemental Indenture, the ?Indenture?), in each case between GXO and Computershare Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee (the ?Trustee?). The 2029 notes will accrue interest at a rate of 6.250% per year, payable semi-annually in cash in arrears on May 6 and November 6 of each year, beginning on November 6, 2024.

The 2029 notes will mature on May 6, 2029, unless earlier repurchased or redeemed, if applicable. The 2034 notes will accrue interest at a rate of 6.500% per year, payable semi-annually in cash in arrears on May 6 and November 6 of each year, beginning on November 6, 2024. The 2034 notes will mature on May 6, 2034, unless earlier repurchased or redeemed, if applicable.