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 Registration Statement on Form S-3 to register 19,352 shares of QXO common stock issuable upon vesting and settlement of restricted stock units previously granted under the TopBuild Corp. 2015 Long Term Stock Incentive Plan and assumed in connection with QXO’s acquisition of TopBuild. The registered shares relate to awards held by former TopBuild employees and will be issued under the QXO, Inc. 2024 Omnibus Incentive Compensation Plan. QXO will not receive proceeds from these issuances.
The prospectus cross-references prior TopBuild and QXO SEC reports and incorporates TopBuild-related disclosures. The registration covers only the shares issuable upon settlement of the assumed TopBuild RSUs and PSUs (performance vesting treated as satisfied at target and converted to service-based RSUs).
QXO, Inc. completed its acquisition of TopBuild Corp., paying approximately $6.4 billion in cash and issuing about 312.5 million QXO common shares to former TopBuild shareholders. Holders could elect cash of $505.00 per TopBuild share or 20.200 QXO shares, with proration resulting in a mix of cash and stock per share.
To fund the deal, QXO Building Products, Inc. added a new $3.0 billion Incremental Term Loan Facility maturing on July 1, 2033, alongside previously issued $1,500.0 million 6.500% notes due 2031 and $1,500.0 million 6.875% notes due 2034. QXO also increased authorized Series C Preferred Stock from 200,000 to 300,000 shares and doubled authorized common shares from 2.0 billion to 4.0 billion.
The company announced board and leadership changes, appointing Alec Covington as director and Madeline Otero as Interim Chief Accounting Officer. In the related press release, QXO highlighted plans to target at least $300 million in annual synergies by 2030 and long‑term revenue of $50 billion, describing the transaction as expected to be highly accretive to earnings.
QXO, Inc. reported final results of its cash tender offers and consent solicitations for TopBuild’s senior notes and outlined stockholder elections for merger consideration tied to QXO’s planned acquisition of TopBuild.
Through its Titanium MergerCo subsidiary, QXO received tenders for $497,723,000 of TopBuild’s 4.125% Senior Notes due 2032, representing about 99.54% of that series, and $748,093,000 of 5.625% Senior Notes due 2034, representing about 99.75%. Early tenders are being purchased at $1,011.25 per $1,000 principal, while later tenders receive $961.25 per $1,000, in each case plus accrued interest, with settlement expected around July 1, 2026, substantially concurrent with the TopBuild acquisition closing.
The company also highlighted that TopBuild stockholders could elect for each share either $505.00 in cash or 20.200 shares of QXO common stock, subject to election and proration procedures. Forward‑looking statements emphasize that closing, financing, expected synergies and other benefits of the acquisition remain subject to customary risks and conditions.
QXO, Inc. reported that its stockholders overwhelmingly approved key proposals needed to complete its planned acquisition of TopBuild Corp. at a virtual special meeting. Investors backed issuing QXO common stock as consideration in the merger and approved increasing authorized common shares from 2,000,000,000 to 4,000,000,000.
Based on 1,030,961,116 total eligible votes, 70.44% of voting power was represented, satisfying quorum requirements. The QXO share issuance proposal received 724,999,647 votes for, versus 1,005,727 against. The charter amendment proposal received 722,439,916 votes for, versus 3,503,259 against. A joint press release states that approximately 99% of votes cast supported the share issuance, and that TopBuild’s stockholders also approved adopting the merger agreement. The transaction is expected to close on or about July 1, 2026, subject to customary closing conditions.
QXO, Inc. reports that subsidiary QXO Building Products, Inc. has completed a private sale of $1,500.0 million of 6.500% Senior Notes due July 15, 2031 and $1,500.0 million of 6.875% Senior Notes due July 15, 2034. The $3.0 billion of proceeds are held in a segregated escrow account to help finance the proposed acquisition of TopBuild Corp., with the notes initially secured by the escrowed property.
If the TopBuild acquisition is not completed by January 31, 2027, the escrowed funds will instead be used to redeem the notes at 100% of issue price plus accrued interest under a special mandatory redemption. After closing, the notes become unsecured but guaranteed by certain domestic restricted subsidiaries, and QXO must offer to repurchase them at 101% plus interest upon a defined Change of Control Repurchase Event. The filing also highlights extensive risk factors around supplier concentration, cyclical construction demand, IT and cybersecurity, acquisition integration, human capital, regulation, and the planned TopBuild rebranding.
QXO, Inc. reported strong early results from cash tender offers and consent solicitations for TopBuild Corp.’s senior notes tied to QXO’s pending TopBuild acquisition. Holders tendered $497.7 million of the $500.0 million 4.125% notes due 2032 and $747.9 million of the $750.0 million 5.625% notes due 2034, representing 99.54% and 99.72% of each series. Early tenders will be purchased at $1,011.25 per $1,000 principal, including a $50.00 early tender payment, plus accrued interest. Majority consents enabled supplemental indentures that, once the qualifying notes are purchased, will remove the change-of-control offer requirement and substantially all restrictive covenants. The offers are scheduled to expire on June 29, 2026, and are expected to settle substantially concurrently with the TopBuild acquisition closing.
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. 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.