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QXO Inc SEC Filings

QXO NYSE

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.

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QXO, Inc. director Jared Kushner reported equity compensation and updated indirect holdings. He exercised 12,111 restricted stock units into the same number of shares of common stock at $0.0000 per share, bringing his directly held common stock to 26,634 shares.

He also received a new grant of 9,274 restricted stock units, each representing one future share of common stock, scheduled to vest in full on the date of QXO’s 2027 Annual Meeting of Stockholders, subject to his continued board service. Separately, the filing lists large indirect positions held by Affinity QXO 1 LLC and Affinity Partners funds, over which he may be deemed to share voting and dispositive power but for which he disclaims beneficial ownership.

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QXO, Inc. director Mary E. Kissel reported routine equity compensation activity involving restricted stock units (RSUs). She exercised RSUs covering 12,111 shares of Common Stock, increasing her direct holdings to 37,575 common shares after the transaction.

On the same date, she received a new grant of 9,274 RSUs, each representing a contingent right to one share of Common Stock. According to the disclosure, these RSUs vest in full on the date of QXO’s 2027 Annual Meeting of Stockholders, subject to her continued service as a director.

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QXO, Inc. director Mario A. Harik reported routine equity compensation activity. He exercised previously granted restricted stock units into 12,111 shares of Common Stock, bringing his direct Common Stock holdings to 26,634 shares after the transaction.

He also received a new grant of 9,274 restricted stock units, each representing a contingent right to one share of Common Stock. These RSUs vest in full on the date of QXO’s 2027 Annual Meeting of Stockholders, subject to his continued service as a director.

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QXO, Inc. director Jason W. Aiken exercised restricted stock units and received Common Stock as equity compensation. He converted 12,111 RSUs into 12,111 shares of Common Stock, bringing his direct holdings to 26,634 shares after the transaction. He was also granted 9,274 new RSUs, each representing a right to receive one share of Common Stock. These new RSUs vest in full on the date of QXO’s 2027 Annual Meeting of Stockholders, conditioned on his continued board service.

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QXO, Inc. filed a prospectus supplement covering the resale by certain selling stockholders of 95,876,547 shares of common stock and 192,533 shares of Series C Convertible Perpetual Preferred Stock. The common shares include 13,066,710 shares already outstanding and 82,809,837 shares issuable upon conversion of the Preferred Stock.

The company also filed a legal opinion from Paul, Weiss, Rifkind, Wharton & Garrison LLP as Exhibit 5.1, along with the related consent and an Inline XBRL cover page data file.

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QXO, Inc. files a prospectus supplement registering 95,876,547 shares of common stock and 192,533 shares of Series C Convertible Preferred Stock for resale by selling stockholders; the Company will not receive any proceeds from these resales. The registration includes 13,066,710 shares currently outstanding and 82,809,837 shares issuable upon conversion of Series C Preferred Stock. The prospectus supplement discloses recent M&A activity: QXO paid $2.0 billion in cash and issued 13,157,895 consideration shares to acquire Kodiak, and it has entered into an agreement to acquire TopBuild for approximately $17.0 billion in cash and stock. Shares outstanding were 725,050,002 as of April 1, 2026, which the filing uses to compute ownership percentages.

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QXO, Inc. announced a definitive agreement to acquire TopBuild Corp. for approximately $16.8 billion, creating a combined company with more than $18 billion of revenue and over $2 billion of adjusted EBITDA. The deal, expected to close in Q3 2026, will give TopBuild shareholders the option of $505 per share in cash or 20.2 QXO shares per TopBuild share, subject to a maximum aggregate cash election of 45%. Management projects about $300 million of run-rate EBITDA synergies by 2030 and describes the transaction as accretive to EPS. The companies will file a Form S-4 and a joint proxy statement with the SEC for shareholder approvals.

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QXO, Inc. announced a definitive agreement to acquire TopBuild Corp. for approximately $16.8 billion, creating a combined company with more than $18 billion of revenue and over $2 billion of adjusted EBITDA. The deal, expected to close in Q3 2026, will give TopBuild shareholders the option of $505 per share in cash or 20.2 QXO shares per TopBuild share, subject to a maximum aggregate cash election of 45%. Management projects about $300 million of run-rate EBITDA synergies by 2030 and describes the transaction as accretive to EPS. The companies will file a Form S-4 and a joint proxy statement with the SEC for shareholder approvals.

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QXO, Inc. received an updated ownership filing from Jacobs Private Equity II, LLC and Bradley S. Jacobs reflecting their large stake and support for a major acquisition. Jacobs now beneficially owns 395,600,215 common shares, representing about 35.9% of QXO’s voting stock after assuming full warrant exercise.

The filing describes a Merger Agreement under which QXO will acquire TopBuild Corp. through two merger steps. Each TopBuild share will be converted into either 20.200 QXO shares or $505.00 in cash, at the holder’s election and subject to proration.

Jacobs Private Equity II agreed in a Voting Agreement to vote all of its QXO shares in favor of issuing new QXO shares needed to complete the TopBuild mergers and accepted customary lock-up restrictions during the support period. The amendment replaces prior ownership details and confirms Jacobs’ sole voting and dispositive power over the reported shares.

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QXO, Inc. entered into a definitive merger agreement to acquire TopBuild Corp. Under the agreement, TopBuild stockholders will receive either $505.00 in cash or 20.200 QXO Shares per TopBuild share, subject to election, proration and a 45% cash / 55% stock allocation cap. The transaction contemplates a two-step merger structure, requires TopBuild and QXO stockholder approvals, regulatory clearances including HSR clearance, effectiveness of a registration statement for the QXO Share Issuance, and QXO board approval of the share issuance.

The agreement includes a $600 million termination fee in specified circumstances and QXO Building Products, Inc. secured commitments for $3.0 billion of senior secured term loans and $3.0 billion of bridge financing from Morgan Stanley, Wells Fargo and Barclays, subject to customary conditions.

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Rhea-AI Summary

QXO, Inc. entered into a definitive merger agreement to acquire TopBuild Corp. Under the agreement, TopBuild stockholders will receive either $505.00 in cash or 20.200 QXO Shares per TopBuild share, subject to election, proration and a 45% cash / 55% stock allocation cap. The transaction contemplates a two-step merger structure, requires TopBuild and QXO stockholder approvals, regulatory clearances including HSR clearance, effectiveness of a registration statement for the QXO Share Issuance, and QXO board approval of the share issuance.

The agreement includes a $600 million termination fee in specified circumstances and QXO Building Products, Inc. secured commitments for $3.0 billion of senior secured term loans and $3.0 billion of bridge financing from Morgan Stanley, Wells Fargo and Barclays, subject to customary conditions.

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QXO, Inc. entered a definitive agreement to acquire TopBuild Corp. in a transaction valued at approximately $17 billion, creating one of the largest building products distributors in North America. Each TopBuild share will be converted into either $505 in cash or 20.200 QXO shares, subject to proration so that about 45% of the total consideration is paid in cash and 55% in QXO stock, with QXO able to increase the stock portion.

The deal has unanimous board approval at both companies and is expected to close in the third quarter of 2026, subject to shareholder approvals, antitrust clearance under the HSR Act, effectiveness of an S‑4 registration statement, NYSE listing of the stock consideration and other customary conditions, including no material adverse effect. QXO has secured commitments for a $3.0 billion senior secured term loan and $3.0 billion of bridge financing to help fund the cash portion.

The Merger Agreement includes $600 million reverse/termination fee provisions payable in specified circumstances, non‑solicitation covenants with customary fiduciary outs, and a plan to add one TopBuild director to QXO’s board. QXO expects the combination to generate about $300 million of synergies by 2030 and to be immediately and substantially accretive to its earnings.

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FAQ

How many QXO (QXO) SEC filings are available on StockTitan?

StockTitan tracks 72 SEC filings for QXO (QXO), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for QXO (QXO)?

The most recent SEC filing for QXO (QXO) was filed on May 7, 2026.