Slide 1: Fourth Quarter 2025 Results
Fourth Quarter 2025 Results February 6, 2026
Slide 2: Non-GAAP financial measures and forward-looking statements
Non-GAAP financial measures and forward-looking statements Non-GAAP financial measures We provide reconciliations of the non-GAAP financial measures contained in this presentation to the most directly comparable measure under GAAP, which are set forth in the financial tables attached to this present
Slide 3: Q4 2025 overview
Q4 2025 overview 1 Full-truckload market tightened significantly, squeezing Brokerage gross margin 2 Brokerage late-stage pipeline increased by more than 50% year-over-year 3 Managed Transportation awarded >$200M of freight under management 4 Continued investment in transformational AI capabilities
Slide 4: Companywide results
Companywide results Revenue Gross margin Adjusted EBITDA 1 $1,667M $1,469M $258M $217M $42M $17M 15.5% 14.8% 2.5% 1.2% Q4 24 Q4 25 Q4 24 Q4 25 Q4 24 Q4 25 RXO reported adjusted EBITDA of $17M 1 See the “Non-GAAP financial measures” section. 4
Slide 5: Quarterly performance across key service offerings
Quarterly performance across key service offerings Brokerage Q4 revenue by service offering • Volume: Down 4% y/y – LTL: Up 31% y/y, 26% of volume – TL: Down 12% y/y, 74% of volume 9% Truck Brokerage • TL volume mix: 72% contract, 28% spot • Gross margin: 11.9% 20% Last Mile • Productivity gains: +1
Slide 6: New technology across four key pillars
1 2 Volume Margin • Introduced a new proprietary AI spot • Expanded pricing tooling with enhanced quote agent forecast and bid management automation • Enhanced tender decision • Deployed side-by-side contract pricing New technology automation and intelligence model views for improved decision making
Slide 7: Deployed Thousands
24% increase in digital bids per carrier with new AI-based load recommendation in RXO Connect RXO will lead the next decade of freight by arming expert people with best-in-class intelligence to solve problems before they Deployed agentic AI to enhance theft-prevention happen, delivering a level of s
Slide 8: Adjusted EPS bridge
Adjusted EPS bridge Earnings per share Q4-25 Q4-24 GAAP diluted EPS $(0.27) $(0.15) Amortization of intangible assets 0.07 0.10 Transaction, integration and restructuring costs 0.11 0.20 Goodwill impairment 0.07 - 1 Income tax associated with adjustments above (0.05) (0.09) 2 Adjusted diluted EPS $(
Slide 9: Adjusted FCF walk
1 Adjusted FCF walk • Solid FY’25 adj. conversion of 43% - driven by disciplined strategic capital deployment and favorable working capital − CapEx of $57M, below $65M-$75M outlook − Harmonized working capital processes across the organization • Q4 ending cash balance of $17M Remain confident with l
Slide 10: Q4 capital structure snapshot
Q4 capital structure snapshot 1,2 Capital structure Q4 2025 LTM Leverage 3.1x 3.0x Notes due 2027 $ 355 Finance leases, asset financing, ST debt & other 62 Total debt, principal balance & other $ 417 Less: cash 17 1 Net debt $ 400 Gross Net LTM leverage moved higher as profitability impacted by Brok
Slide 11: Highlights of new asset-based lending facility
Highlights of new asset-based lending facility Q4’25 Q4’25 ABL transaction highlights Adj. w/revolver w/ABL • Replaces existing revolver • $450M of fully-committed capacity w/$200M accordion Cash balance $ 17 $ - $ 17 Existing revolver Key benefits of new ABL ($600M capacity) 35 (35) - • 100% access
Slide 12: Brokerage TL revenue per load trends
Brokerage TL revenue per load trends TL revenue per load up 1% y/y 1 • Muted revenue per load growth – Weak demand environment – Limited accretive spot opportunities • Cost of Purchased Transportation increasing at a faster rate than revenue per load Revenue per load growth remains muted given soft
Slide 13: Current market conditions and Brokerage margin performance
Current market conditions and Brokerage margin performance Supply-side market tightening • TL market tightened significantly, driven by continued capacity exits • Industry KPIs at highest levels for 2025 in Dec. despite soft demand Drivers of quarterly gross margin • Brokerage gross margin squeeze i
Slide 14: TL volume and gross profit per load trends
TL volume and gross profit per load trends TL volume increased sequentially; capacity squeeze resulted in gross profit per load decline Note: All periods prior to Q4 2024 exclude the impact of the Coyote Logistics acquisition. 14
Slide 15: LTL volume and gross profit per load trends
LTL volume and gross profit per load trends LTL volume growth continued to outperform and gross profit per load increased sequentially Note: All periods prior to Q4 2024 exclude the impact of the Coyote Logistics acquisition. 15
Slide 16: Q1 2026 outlook and modeling assumptions
Q1 2026 outlook and modeling assumptions 1 Q1 2026 outlook • Adjusted EBITDA : $5M-$12M • Brokerage y/y volume : Down 5%-10% • Brokerage gross margin: 11%-13% FY 2026 • Capital expenditures: $50M-$55M modeling assumptions • Depreciation: $65M-$75M, Amortization of intangibles: $40M-$45M • Stock-base
Slide 17: Balanced capital allocation
Balanced capital allocation Internal investments Share repurchases Opportunistic M&A Strong historical return $125 million share Complementary to RXO’s on invested capital repurchase program strategy Balanced capital allocation philosophy with a ROIC-based approach 17
Slide 18: Key investment highlights
Key investment highlights 1 Large addressable market with secular tailwinds 5 Market-leading platform with complementary transportation solutions 2 Track record of above-market growth and high profitability 6 Tiered approach to sales drives multi-faceted growth opportunities 3 Proprietary technology
Slide 19: Appendix
Appendix RXO
Slide 20: Financial reconciliations
Financial reconciliations Reconciliation of net loss to adjusted EBITDA and adjusted EBITDA margin Three Months Ended December 31, Year Ended December 31, (Dollars in millions) 2025 2024 2025 2024 Net loss $ (46) $ (25) $ (100) $ (290) Interest expense, net 9 8 35 30 Income tax benefit (5) (8) (15)
Slide 21: Financial reconciliations (cont.)
Financial reconciliations (cont.) Reconciliation of net loss to adjusted net income (loss) and adjusted diluted income (loss) per share Three Months Ended December 31, Year Ended December 31, (Dollars in millions, shares in thousands, expect per share amounts) 2025 2024 2025 2024 Net loss $ (46) $ (
Slide 22: Financial reconciliations (cont.)
Financial reconciliations (cont.) Reconciliation of cash flows from operating activities to free cash flow and adjusted free cash flow Three Months Ended Year Ended December 31, (Dollars in millions) 2025 2024 2025 2024 Net cash provided by (used in) operating activities $ 7 $ (7) $ 51 $ (12) Paymen
Slide 23: Financial reconciliations (cont.)
Financial reconciliations (cont.) Calculation of gross margin and gross margin as a percentage of revenue Three Months Ended December 31, Year Ended December 31, (Dollars in millions) 2025 2024 2025 2024 Revenue Truck brokerage $ 1,094 $ 1,267 $ 4,225 $ 3,029 Complementary services 1 431 431 1,745 1
Slide 24: Financial reconciliations (cont.)
Financial reconciliations (cont.) Reconciliation of bank-adjusted EBITDA; Calculcation of gross and net leverage December 31, (Dollars in millions) 2025 Reconciliation of bank-adjusted EBITDA Adjusted EBITDA 1,2 for the twelve months ended December 31, 2025 $ 109 Adjustments per credit agreement 3 f
Slide 25: RXO
RXO