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TopBuild Corp. filed a Form 8-K to share that it has issued a press release announcing its financial results for the quarter ended September 30, 2025. The press release is furnished as Exhibit 99.1 and is referenced under both Item 2.02 (Results of Operations and Financial Condition) and Item 7.01 (Regulation FD Disclosure).
The company specifies that the information in the press release and these items is being “furnished” rather than “filed,” which means it is not subject to certain Exchange Act liabilities and is not automatically incorporated into other SEC filings unless specifically referenced. The Form 8-K also includes Exhibit 104, the cover page interactive data file formatted as Inline XBRL.
TopBuild Corp. filed a current report to disclose that it has completed the acquisition of SPI LLC, which does business as Specialty Products & Insulation. The company announced the closing of this transaction in a press release dated October 8, 2025, which is included as an exhibit to the report. This marks the formal completion of the Specialty Products & Insulation acquisition and adds that business to TopBuild’s operations.
TopBuild Corp. entered into a material financing agreement by completing a private offering of $750.0 million aggregate principal amount of 5.625% Senior Notes due 2034. The notes bear interest at 5.625% per year from September 25, 2025, payable semiannually starting on July 31, 2026, and mature on January 31, 2034 unless redeemed or repurchased earlier.
The notes are senior unsecured obligations of TopBuild and are guaranteed on a senior unsecured basis by certain existing and future domestic subsidiaries that support the company’s senior credit facilities or other specified indebtedness. TopBuild may redeem the notes before or after September 30, 2028 at specified prices, and must offer to repurchase them at 101% of principal plus accrued interest upon a defined change of control. The indenture includes customary restrictive covenants and events of default. The notes were sold in a private offering and are not registered under the Securities Act, and TopBuild intends to use the net proceeds for general corporate purposes, which may include acquisitions.
TopBuild Corp. disclosed that it has priced a previously announced private offering of $750.0 million aggregate principal amount of senior unsecured notes due 2034. The notes are being offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons in offshore transactions under Regulation S of the Securities Act. The company furnished a press release dated September 15, 2025 as an exhibit describing the pricing of this notes offering.
TopBuild Corp. has launched a private offering of $750.0 million aggregate principal amount of senior unsecured notes due 2034. The notes are being offered only to qualified institutional buyers under Rule 144A and to certain non-U.S. investors in offshore transactions under Regulation S. The company also issued a Rule 135c press release about the transaction, which is included as an exhibit to this report.
TopBuild Corp. (BLD) director Tina Donikowski reported a gift of 465 shares of common stock on 09/02/2025, reducing her direct beneficial ownership to 3,780 shares. The transaction is recorded as a bona fide gift with no cash consideration (price $0.00). The Form 4 was filed by one reporting person and executed via attorney-in-fact certification.
TopBuild Corp. (BLD) director Tina Donikowski reported a sale of 370 shares of TopBuild common stock on 08/27/2025 at a reported price of $427.89 per share. After the sale she beneficially owned 4,245 shares. The Form 4 was signed by an attorney-in-fact on 08/29/2025. The filing indicates a routine insider disposition with no derivative transactions disclosed.
TopBuild Corp. (BLD) filed a Form 144 reporting a proposed sale of 370 shares of common stock through Fidelity Brokerage Services. The filing lists an aggregate market value of $158,317.45 and notes approximately 28,138,831 shares outstanding. The approximate sale date is 08/27/2025 on the NYSE. The shares were acquired on 05/02/2023 by restricted stock vesting from the issuer and the payment type is listed as compensation. No other sales in the past three months were reported.
Jennifer Shoffner, Vice President & CHRO of TopBuild Corp. (BLD), exercised an employee stock option on 08/22/2025 with an exercise price of $214.58 to acquire 1,473 shares of TopBuild common stock. The reporting table shows the shares were sold in multiple transactions at prices ranging from $440.00 to $440.69 and the reporting person held 0 shares following the transactions. The Form 4 was filed on behalf of the reporting person and signed via attorney-in-fact on 08/25/2025. The filing includes a footnote stating the filer will provide the exact number of shares sold at each price in the stated range upon SEC request.
TopBuild Corp. insider sale disclosed on Form 4. Robert M. Kuhns, identified as Vice President and CFO and a director, reported selling 1,350 shares of TopBuild Corp. (BLD) on 08/22/2025 for aggregate prices in the range $437.40 to $438.42 per share. After the reported sale, Mr. Kuhns beneficially owned 14,283 shares.
The Form 4 was filed individually by the reporting person and signed by an attorney-in-fact on 08/25/2025. The filing notes the sale occurred in multiple transactions and that the reporter will provide, upon request, the number of shares sold at each separate price within the disclosed range.