Welcome to our dedicated page for QXO SEC filings (Ticker: QXO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The QXO, Inc. (NYSE: QXO) SEC filings page on Stock Titan provides access to the company’s official regulatory disclosures, including 8-K current reports, annual reports on Form 10-K, quarterly reports on Form 10-Q and other documents filed with the U.S. Securities and Exchange Commission. QXO is an industrial distribution company that identifies itself as the largest publicly traded distributor of roofing, waterproofing and complementary building products in North America, and its filings offer detailed information about this business and its capital structure.
Through QXO’s 10-K and 10-Q filings, investors can review discussions of its building products distribution operations, risk factors, management’s analysis, and both GAAP and non-GAAP financial measures such as Adjusted Gross Profit, Adjusted Net Income, Adjusted Diluted EPS and Adjusted EBITDA. These reports also describe how the company calculates these non-GAAP metrics and how management uses them in financial, operating and planning decisions.
QXO’s Form 8-K filings document material events, including financing transactions, credit agreement amendments, earnings releases and investment agreements. For example, recent 8-Ks describe an Investment Agreement for Series C Convertible Perpetual Preferred Stock, with commitments up to $3.0 billion led by funds managed by affiliates of Apollo Global Management, Inc. and other investors, as well as amendments to term loan facilities. These filings outline terms such as dividend rates, conversion prices, ranking of securities, voting rights, standstill provisions and transfer restrictions.
Investors can also track information related to preferred stock and capital structure, including Series B Mandatory Convertible Preferred Stock and Series C Convertible Perpetual Preferred Stock, as well as the listing of QXO common stock and preferred depositary shares on the New York Stock Exchange. Stock Titan enhances these filings with AI-powered summaries that explain key provisions, highlight important changes and help users interpret complex capital markets and acquisition-related disclosures, while maintaining a direct link to the underlying SEC documents for full detail.
QXO, Inc. filed a Current Report announcing a joint press release with TopBuild Corp. that sets a stockholder election deadline of 5:00 p.m., Eastern Time on June 29, 2026 for choosing the form of consideration in QXO’s proposed acquisition of TopBuild. The filing notes that the parties’ combined definitive joint proxy statement/prospectus was mailed beginning on or about May 29, 2026, and that the registration statement on Form S-4 was declared effective by the SEC on May 29, 2026. The report reiterates customary forward-looking statement cautions and directs holders to review the joint proxy statement/prospectus and other SEC filings for full details.
QXO, Inc. filed a Current Report announcing a joint press release with TopBuild Corp. that sets a stockholder election deadline of 5:00 p.m., Eastern Time on June 29, 2026 for choosing the form of consideration in QXO’s proposed acquisition of TopBuild. The filing notes that the parties’ combined definitive joint proxy statement/prospectus was mailed beginning on or about May 29, 2026, and that the registration statement on Form S-4 was declared effective by the SEC on May 29, 2026. The report reiterates customary forward-looking statement cautions and directs holders to review the joint proxy statement/prospectus and other SEC filings for full details.
QXO, Inc. filed a Form 8-K to highlight a key step in its planned acquisition of TopBuild Corp. The companies announced that TopBuild stockholders of record must choose their merger consideration by 5:00 p.m. Eastern Time on June 29, 2026.
For each TopBuild share, investors may elect either $505.00 in cash or 20.200 shares of QXO common stock, subject to the election and proration procedures described in the merger agreement and joint proxy statement/prospectus. Stockholders who do not make a proper election by the deadline will receive stock consideration, and any fractional QXO shares will be paid in cash.
The filing reiterates standard forward-looking statement cautions and directs investors to the effective Form S-4 registration statement and joint proxy statement/prospectus for full details on the mergers, risks and participant information.
QXO, Inc. announced that its subsidiary QXO Building Products has priced a private offering of $1.5 billion of 6.500% Senior Notes due 2031 and $1.5 billion of 6.875% Senior Notes due 2034 at par. The $3.0 billion in notes are expected to close on June 17, 2026, subject to customary conditions.
If the notes are issued before QXO completes its proposed acquisition of TopBuild Corp., the gross proceeds will be placed in a segregated escrow account and secured by that cash until the acquisition closes. QXO plans to use the note proceeds, together with new term loans, Series C Convertible Perpetual Preferred Stock and available cash from QXO and TopBuild, to fund the TopBuild acquisition, repay or repurchase TopBuild’s debt and cover related fees and expenses.
The notes are being sold only to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S. QXO highlights numerous risks that could affect completion of the TopBuild deal and the expected benefits, including regulatory approvals, shareholder votes, financing and general economic conditions.
QXO, Inc. announced that its subsidiary QXO Building Products has priced a private offering of $1.5 billion of 6.500% Senior Notes due 2031 and $1.5 billion of 6.875% Senior Notes due 2034 at par. The $3.0 billion in notes are expected to close on June 17, 2026, subject to customary conditions.
If the notes are issued before QXO completes its proposed acquisition of TopBuild Corp., the gross proceeds will be placed in a segregated escrow account and secured by that cash until the acquisition closes. QXO plans to use the note proceeds, together with new term loans, Series C Convertible Perpetual Preferred Stock and available cash from QXO and TopBuild, to fund the TopBuild acquisition, repay or repurchase TopBuild’s debt and cover related fees and expenses.
The notes are being sold only to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S. QXO highlights numerous risks that could affect completion of the TopBuild deal and the expected benefits, including regulatory approvals, shareholder votes, financing and general economic conditions.
QXO, Inc. has launched a proposed private offering of $1.5 billion Senior Notes due 2031 and $1.5 billion Senior Notes due 2034 through its wholly owned subsidiary, QXO Building Products, Inc. The notes will be sold to qualified institutional buyers under Rule 144A and to certain non‑U.S. investors under Regulation S.
If issued before the closing of the planned TopBuild Corp. acquisition, gross proceeds will be held in a segregated escrow account and secured on a first‑priority basis by that cash until the acquisition’s consummation. After closing, the notes will initially be guaranteed by certain domestic restricted subsidiaries and then become unsecured obligations of the issuer and guarantors.
QXO intends to use the note proceeds, together with new term loans, Series C Convertible Perpetual Preferred Stock and available cash from QXO and TopBuild, to fund the TopBuild acquisition, repay or repurchase TopBuild debt and pay related fees and expenses. The filing also furnishes extensive risk disclosures covering supply chain, pricing, acquisition integration, cyclicality, technology, human capital, industry competition and regulatory exposures.
QXO, Inc. has launched cash tender offers and related consent solicitations for any and all of TopBuild Corp.’s outstanding 4.125% senior notes due 2032 and 5.625% senior notes due 2034, tied to QXO’s pending acquisition of TopBuild.
Through its subsidiary Titanium MergerCo, QXO is offering holders set cash consideration per $1,000 principal amount, with higher total consideration for notes tendered by the early deadline and accompanied by consents to amend the governing indentures. The proposed amendments would remove the change-of-control offer requirement, substantially all restrictive covenants, certain defeasance conditions and most events of default, leaving only payment-related defaults.
The offers and consent solicitations are subject to conditions in the Offer to Purchase, including the substantially concurrent closing of the TopBuild acquisition under the April 18, 2026 merger agreement. QXO names Morgan Stanley as dealer manager and D.F. King as information and tender agent.
QXO, Inc. and TopBuild Corp. have agreed to combine through a two-step merger structure. Under the Agreement and Plan of Merger dated April 18, 2026, each TopBuild share will convert into the right to receive either $505.00 in cash or 20.200 QXO shares, subject to holder election and mandatory proration (maximum cash election = 45%; maximum stock election = 55%). QXO and TopBuild stockholder meetings are scheduled virtually for June 29, 2026 to vote on the merger and related proposals; the QXO record date and TopBuild record date are May 26, 2026. The merger agreement conditions closing on approval by TopBuild stockholders to adopt the merger agreement and QXO stockholders to approve the QXO share issuance; other approvals described in the proxy/prospectus are not closing conditions.
QXO, Inc. proposes to acquire TopBuild Corp. through a two-step merger: Titanium Merger (Titanium Merger Sub merges into TopBuild) followed by a Forward Merger, resulting in TopBuild becoming a subsidiary and then being folded into a QXO subsidiary.
Each TopBuild share will convert into either $505.00 cash or 20.200 QXO shares at holder election, subject to proration (maximum 45% of TopBuild shares eligible for cash; maximum 55% for stock, which QXO may increase). Based on estimates and the assumed maximum stock election, post-closing ownership is ~70.0% held by existing QXO holders and ~30.0% by prior TopBuild holders. Special meetings are set for June 29, 2026 (record date May 26, 2026) to vote on the merger and related proposals.
QXO, Inc. will acquire TopBuild Corp. through a two-step merger in which each TopBuild share will convert into the holder’s election of $505.00 in cash or 20.200 QXO shares, with elections subject to mandatory proration (maximum 45% cash election; maximum 55% stock election). The transaction is conditioned on approval by QXO and TopBuild stockholders and contemplates related governance actions including a proposed increase in QXO’s authorized common stock from 2,000,000,000 to 4,000,000,000.
QXO, Inc. filed a Current Report on Form 8-K to provide audited and unaudited financial statements of Kodiak and TopBuild, unaudited pro forma combined financial information for QXO, QXO Building Products, Kodiak and TopBuild, and the audit consents of KPMG LLP and PricewaterhouseCoopers LLP in connection with QXO's proposed acquisition of TopBuild.
The filing incorporates Kodiak's audited 2025 financials and interim March 31, 2026 condensed results, TopBuild's audited 2025 and 2024 financials and interim March 31, 2026 results, the unaudited pro forma combined statements giving effect to the acquisitions, and the auditors' consents.
QXO, Inc. filed a Current Report on Form 8-K to provide audited and unaudited financial statements of Kodiak and TopBuild, unaudited pro forma combined financial information for QXO, QXO Building Products, Kodiak and TopBuild, and the audit consents of KPMG LLP and PricewaterhouseCoopers LLP in connection with QXO's proposed acquisition of TopBuild.
The filing incorporates Kodiak's audited 2025 financials and interim March 31, 2026 condensed results, TopBuild's audited 2025 and 2024 financials and interim March 31, 2026 results, the unaudited pro forma combined statements giving effect to the acquisitions, and the auditors' consents.