QXO grants 32,637 RSUs to interim CAO Otero

OTERO MADELINE reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

OTERO MADELINE reported acquisition or exercise transactions in this Form 4 filing.

QXO, Inc. Interim CAO Madeline Otero received a grant of 32,637 restricted stock units on July 15, 2026, each representing one share of common stock. The RSUs vest 35% on January 15, 2027 and 65% on July 15, 2027, subject to continued employment. Otero’s direct common stock holdings were also updated to 878 shares after receiving 10 additional shares under a merger agreement adjustment.

Insider Trade Summary

Grant/Award: 32,637 shares

Grant/Award 2 txns

Insider OTERO MADELINE

Role Interim CAO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units F2, F3	32,637	$0.00	$0.00
holding	Common Stock, $0.00001 par value F1	--	--	--

Holdings After Transaction: Restricted Stock Units — 32,637 contracts (Direct); Common Stock, $0.00001 par value — 878 shares (Direct)

Footnotes (3)

1. F1. The Reporting Person previously reported 868 shares of QXO Common Stock received pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), by and among the Issuer, certain of its subsidiaries, and TopBuild Corp., subject to final calculations by the exchange agent. The Reporting Person's holdings have been updated to reflect 10 additional shares of QXO Common Stock received pursuant to the Merger Agreement, based on the exchange agent's final calculations.
2. F2. Each restricted stock unit ("RSU") represents a contingent right to receive, upon settlement, one share of Common Stock.
3. F3. The RSUs vest in two installments of 35% on January 15, 2027 and 65% on July 15, 2027, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.

Key Figures

RSU grant size: 32,637 units Common shares held: 878 shares Additional merger shares: 10 shares +3 more

6 metrics

RSU grant size 32,637 units Restricted stock units granted to Interim CAO on July 15, 2026

Common shares held 878 shares Direct QXO common stock holdings after merger-related adjustment

Additional merger shares 10 shares Extra QXO common shares received under merger agreement final calculations

First vesting tranche 35% Portion of RSUs vesting on January 15, 2027, subject to continued employment

Second vesting tranche 65% Portion of RSUs vesting on July 15, 2027, subject to continued employment

Underlying common shares 32,637 shares Common stock issuable upon settlement of granted RSUs

Key Terms

Restricted Stock Units, contingent right, vest, Agreement and Plan of Merger

4 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

contingent right financial

"represents a contingent right to receive, upon settlement, one share of Common Stock."

vest financial

"The RSUs vest in two installments of 35% on January 15, 2027 and 65% on July 15, 2027..."

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

Agreement and Plan of Merger regulatory

"received 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity award did QXO (QXO) grant to Interim CAO Madeline Otero?

Interim CAO Madeline Otero received a grant of 32,637 restricted stock units (RSUs), each convertible into one share of QXO common stock. This award was granted on July 15, 2026 and represents a significant component of her equity-based compensation.

When do Madeline Otero’s new QXO (QXO) RSUs vest?

Otero’s 32,637 RSUs vest in two tranches: 35% on January 15, 2027 and 65% on July 15, 2027. Vesting is generally conditioned on her continued employment with QXO through each applicable vesting date.

How many QXO (QXO) common shares does Madeline Otero now hold directly?

After an adjustment under a merger agreement, Otero directly holds 878 shares of QXO common stock. Her holdings increased by 10 additional shares from the initially reported 868 shares, based on the exchange agent’s final merger consideration calculations.

What is the relationship between Otero’s QXO (QXO) RSUs and common stock?

Each of Otero’s 32,637 restricted stock units represents a contingent right to receive one share of QXO common stock upon settlement. Actual share delivery depends on satisfying vesting conditions tied to continued employment through 2027.

Were Madeline Otero’s QXO (QXO) transactions made under a Rule 10b5-1 plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not marked as affirmative, so these reported transactions are not identified as being executed under a pre-arranged Rule 10b5-1 trading plan for Otero.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/17/2026 - 04:12 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

OTERO MADELINE

(Last) (First) (Middle)

C/O QXO, INC.

FIVE AMERICAN LANE

(Street)

GREENWICH CONNECTICUT 06831

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
QXO, Inc. [ QXO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Interim CAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.00001 par value								878(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	07/15/2026		A		32,637		(3)	(3)	Common Stock	32,637	$0	32,637	D

Explanation of Responses:

1. The Reporting Person previously reported 868 shares of QXO Common Stock received pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), by and among the Issuer, certain of its subsidiaries, and TopBuild Corp., subject to final calculations by the exchange agent. The Reporting Person's holdings have been updated to reflect 10 additional shares of QXO Common Stock received pursuant to the Merger Agreement, based on the exchange agent's final calculations.

2. Each restricted stock unit ("RSU") represents a contingent right to receive, upon settlement, one share of Common Stock.

3. The RSUs vest in two installments of 35% on January 15, 2027 and 65% on July 15, 2027, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.

Remarks:

	/s/ Christopher Signorello, as Attorney-in-fact	07/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)