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425 ·Filed Oct 28, 2026

RXO

RXO, Inc.
NEUTRAL
Impact 4/10
Horizonmonths Processed7d 3h ago SEC0001193125-26-436465
Rule 425 M&A communications
Actionable Insight • Neutral

The filing reinforces that C.H. Robinson's strong operational performance is being used as a template for the RXO integration narrative. Monitor the Form S-4 effectiveness and RXO stockholder meeting for deal closure signals; no changes to terms or timeline were disclosed.

DirectionNeutral
Confidencehigh
Horizonmonths

How the stock moved after the report

⚠ Clustered NEUTRAL VIEWSTOCK BELOW ENTRY AT T+1
Entry
$27.65
T+0 close · Oct 28, 2026 · via day close
Latest settled
−0.58%
T+1 · $27.49 · next T+5 due 14h ago
vs SPY
+1.19%
α at T+1
Latest observation
+1.24%
T+2 · FF3 residual α
  1. T+0 · Oct 28 $27.65entry
  2. T+1 · 7d ago −0.58%α +1.19% · $27.49
  3. T+5 · due 14h ago Pending
  4. T+5 · todayOpen
  5. T+20 · in 20d Pending
  6. T+60 · in 3mo Pending
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Executive Summary

C.H. Robinson filed its Q3 2026 earnings presentation, which also serves as a Rule 425 communication regarding the pending $5.8 billion acquisition of RXO. The filing reports strong double-digit year-over-year growth in total revenues, adjusted gross profits, income from operations, and adjusted EPS, with management emphasizing that the same operating model driving these results will enable successful integration of RXO. No changes to deal terms, timeline, or synergy estimates were disclosed.

Key Financial Metrics

Deal Value
$5.8B
Deal Type
acquisition

Key Facts

  • C.H. Robinson reported Q3 2026 total revenues of $5.4 billion, up 29.5% year-over-year.
  • Adjusted gross profits were $808 million, up 14.5% year-over-year.
  • Income from operations was $272 million, up 23.1% year-over-year.
  • Adjusted income from operations was $291 million, up 26.1% year-over-year.
  • GAAP net income per diluted share was $1.67, up 24.6% year-over-year; adjusted net income per diluted share was $1.80, up 28.6% year-over-year.
  • NAST adjusted gross profit margin was 13.5%, down 150 bps year-over-year; Global Forwarding adjusted gross profit margin was 19.3%, down 510 bps year-over-year.
  • The filing reaffirms the pending $5.8 billion acquisition of RXO, with expected close in H1 2027 and ~$300 million in estimated net run-rate cost synergies.
  • Share repurchases have been paused following the agreement to acquire RXO.
  • No changes to deal terms, timeline, or synergy estimates were disclosed in this filing.

Financial Impact

C.H. Robinson reported strong Q3 2026 results with total revenues of $5.4B (+29.5% Y/Y), adjusted gross profits of $808M (+14.5% Y/Y), and adjusted EPS of $1.80 (+28.6% Y/Y). The pending $5.8B acquisition of RXO remains on track with no changes to terms.

revenueadjusted gross profitincome from operationsadjusted EPS

Risk Factors

  • The filing is promotional by nature as it supports the pending acquisition; forward-looking statements about synergies and integration may not materialize.
  • Adjusted gross profit margins declined in both NAST (150 bps) and Global Forwarding (510 bps) year-over-year, indicating margin compression despite revenue growth.
  • Share repurchases have been paused, removing a capital return mechanism for shareholders.

Investment Themes

Industrials & Manufacturing

Documents Analyzed

This report is based on 4 SEC documents filed with EDGAR.

DocumentAccession Number
425 Filing (Primary)0001193125-26-436465
Document: 0001193125-26-436465-index-headers.html0001193125-26-436465
Document: 0001193125-26-436465-index.html0001193125-26-436465
Document: 0001193125-26-436465.txt0001193125-26-436465
32 reports for RXO
Performance horizon
93% Hit rate @ T+5 13 of 14 bullish or bearish reports Went positive at some point 14 of 16 best @ T+60▲ +140.26%Mar 12, 2026
Filters
Rows
Reports for RXO, sortable and filterable
TypeNow
Oct 30, 2026
5d ago
425
NEUTRAL ★ 3/10
$27.82awaiting T+5awaiting T+5$28.24 (+1.51%)
Oct 29, 2026
6d ago
425
NEUTRAL ★ 3/10
$27.49awaiting T+5awaiting T+5$28.24 (+2.73%)
Oct 29, 2026
6d ago
8-K
BULLISH ★ 6/10
$27.65awaiting T+5awaiting T+5$28.24 (+2.13%)
Oct 28, 2026
6d ago
425
NEUTRAL ★ 5/10
$27.65awaiting T+5awaiting T+5$28.24 (+2.13%)
Oct 28, 2026
7d ago
425
NEUTRAL ★ 4/10
$27.65awaiting T+5awaiting T+5$28.24 (+2.13%)
Oct 28, 2026
7d ago
425
BULLISH ★ 6/10
$27.65awaiting T+5awaiting T+5$28.24 (+2.13%)
Oct 9, 2026
26d ago
425
NEUTRAL ★ 4/10
$29.08 $28.60▼ −1.65%▲ +0.32%$28.24 (−2.89%)
Oct 8, 2026
27d ago
425
NEUTRAL ★ 3/10
$29.08 $28.60▼ −1.65%▲ +0.32%$28.24 (−2.89%)
Oct 6, 2026
29d ago
425
BULLISH ★ 5/10
$28.36 $28.69▲ +1.16%▲ +2.14%$28.24 (−0.42%)
Oct 6, 2026
29d ago
425
NEUTRAL ★ 4/10
$28.36 $28.69▲ +1.16%▲ +2.14%$28.24 (−0.42%)
Showing 10 of 32

US Market Status

Market Closed · Opens Fri (12h 49m)

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Report published Oct 28, 2026