Director Cantie (NYSE: BLD) exchanges TopBuild shares in QXO merger
Rhea-AI Filing Summary
QXO Insulation, LLC director transaction: Director Joseph S. Cantie reported disposing of TopBuild common stock in connection with the closing of QXO, Inc.’s merger with TopBuild. Two issuer dispositions on July 1, 2026 covered an aggregate of 23,818 shares of common stock at a reported price of $0.00 per share, leaving him with no TopBuild shares.
Under the merger terms, each TopBuild share was converted into the right to receive either approximately $249.71 in cash plus 10.211 QXO shares or 20.200 QXO shares, subject to proration. Cantie elected the cash-and-stock consideration, and restricted stock awards vested immediately before the effective time under the merger agreement.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 23,818 shares
Net Sell
2 txns
Insider
CANTIE JOSEPH S
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 23,475 | $0.00 | $0.00 |
| Disposition | Common Stock | 343 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 0 shares (Direct)
Footnotes (2)
- F1. Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement), QXO, Inc. ("QXO") acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger") which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person elected the Cash Consideration.
- F2. Represents shares of TopBuild common stock underlying restricted stock awards. Restricted stock awards vested in accordance with the terms of the Merger Agreement immediately prior to the Effective Time.
Key Figures
Shares disposed (total): 23,818 shares
First disposition block: 343 shares at $0.00/share
Second disposition block: 23,475 shares at $0.00/share
+4 more
7 metrics
Shares disposed (total)
23,818 shares
Issuer dispositions of TopBuild common stock on July 1, 2026
First disposition block
343 shares at $0.00/share
Non-derivative disposition to issuer, common stock
Second disposition block
23,475 shares at $0.00/share
Non-derivative disposition to issuer, common stock
Cash portion per share
$249.71
Cash Consideration alternative for each TopBuild share
Cash-plus-stock QXO shares
10.211 shares
QXO shares per TopBuild share under Cash Consideration
Stock-only QXO shares
20.200 shares
QXO shares per TopBuild share under Stock Consideration
Post-transaction holdings
0 shares
TopBuild common stock held by Cantie after dispositions
Key Terms
Agreement and Plan of Merger, Merger Consideration, Cash Consideration, Stock Consideration, +2 more
6 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"each share ... was converted into the right to receive ... forms of merger consideration"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Cash Consideration financial
"approximately $249.71 in cash and 10.211 shares of QXO common stock ... (the "Cash Consideration")"
Cash consideration is the actual money paid to buy a company, asset, or stake rather than payment in shares or other forms. For investors it matters because cash payments deliver immediate, certain value and affect the buyer’s and seller’s cash reserves and balance sheets—like selling a car for cash versus taking a trade-in, one side gets instant spending power while the other changes its liquidity and risk profile.
Stock Consideration financial
"20.200 shares of QXO common stock (the "Stock Consideration")"
Stock consideration is when a company pays for an acquisition, merger, or other corporate deal by issuing its own shares instead of using cash. It matters to investors because receiving or issuing stock changes who owns what: sellers get a stake in the combined business and existing shareholders see their piece of the company shrink, similar to adding more slices to a pie. That shift affects potential returns, voting control, and future share value.
Effective Time regulatory
"At the effective time of the Merger (the "Effective Time"), each share"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
restricted stock awards financial
"Represents shares of TopBuild common stock underlying restricted stock awards."
Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.
FAQ
What insider transaction did director Joseph S. Cantie report for BLD?
Director Joseph S. Cantie reported two issuer dispositions totaling 23,818 shares of TopBuild common stock at $0.00 per share. These transactions occurred when QXO, Inc. completed its merger with TopBuild, and they reflect shares exchanged under the merger terms.
How were TopBuild restricted stock awards treated in the QXO acquisition?
TopBuild restricted stock awards vested in full immediately before the merger’s effective time, according to the merger agreement. Once vested, the underlying shares participated in the same merger consideration mechanics as other TopBuild common shares, then were exchanged or canceled in connection with the transaction.
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