QXO furnishes Q3 2025 prelim results; Term Loan B refinancing

Rhea-AI Filing Summary

QXO, Inc. announced the launch of a refinancing of its Term Loan B and furnished preliminary financial results for the third quarter ended September 30, 2025. The refinancing is stated to be subject to market and other conditions.

The company provided these updates via a press release furnished as Exhibit 99.1. The information in the press release is furnished, not filed, and is not incorporated by reference unless specifically stated.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________

FORM 8-K

______________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 28, 2025

______________________________

QXO, INC.

(Exact name of registrant as specified in its charter)

______________________________

Delaware			001-38063						16-1633636
(State or other jurisdiction of incorporation)			(Commission File Number)						(IRS Employer Identification No.)
Five American Lane Greenwich, Connecticut						06831
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: 888-998-6000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.00001 per share

QXO

New York Stock Exchange

Depositary Shares, each representing a 1/20th interest in a share of 5.50% Series B Mandatory Convertible Preferred Stock, par value $0.001 per share

QXO.PRB

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     o

Item 2.02             Results of Operations and Financial Condition.

On October 28, 2025, QXO, Inc. (the “Company”) issued a press release announcing the launch of a refinancing of the Company’s Term Loan B and certain preliminary financial results for the third quarter ended September 30, 2025. The refinancing is subject to market and other conditions, and no assurances are made that the Company will consummate the refinancing on the terms contemplated, or at all. A copy of the Company's press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished in this Current Report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Exchange Act or the Securities Act of 1933, as amended, except to the extent that the registrant specifically incorporates any such information by reference.

Item 9.01             Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.						Description
99.1						Press release, dated October 28, 2025, issued by QXO, Inc.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 28, 2025			QXO, INC.
			By:			/s/ Ihsan Essaid
						Ihsan Essaid
						Chief Financial Officer

FAQ

What did QXO (QXO) announce in its 8-K?

QXO announced the launch of a refinancing of its Term Loan B and furnished preliminary financial results for the quarter ended September 30, 2025.

Is the QXO refinancing transaction finalized?

No. The refinancing is subject to market and other conditions, and no assurances are made that it will be consummated on the terms contemplated, or at all.

How did QXO provide its preliminary Q3 2025 results?

The company furnished a press release as Exhibit 99.1 containing the preliminary results.

Are the furnished materials considered filed with the SEC?

No. The information in the 8-K, including Exhibit 99.1, is furnished and not deemed filed, nor incorporated by reference unless specifically stated.

What period do the preliminary results cover for QXO (QXO)?

They cover the third quarter ended September 30, 2025.

Where can I find the related QXO press release?

It is identified as Exhibit 99.1 to the report.