Orbis Investment Management reported beneficial ownership of 73,951,325 shares of QXO, Inc., representing 10.4% of the class in an Amendment No. 6 to its Schedule 13G/A. The filing attributes 72,703,134 shares of sole voting power to Orbis Investment Management Ltd and 1,248,191 shares to Orbis Investment Management (U.S.), L.P.
The filing states that other persons have the right to receive dividends or sale proceeds for the shares held by each reporting entity and clarifies the reporting classifications: Orbis Investment Management Ltd is a Non-U.S. Institution equivalent to an Investment Adviser and Orbis Investment Management (U.S.), L.P. is an Investment Adviser.
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Insights
Major passive stake disclosed: 73.95M shares (10.4%).
Orbis reports beneficial ownership of 73,951,325 shares, disclosed as a collective position across two reporting entities. The filing breaks down voting and dispositive power between Orbis Investment Management Ltd (72,703,134) and the U.S. affiliate (1,248,191), showing concentrated voting control in the Bermuda entity.
Ownership classifications and the statement that others may receive dividends are documented in the filing; subsequent filings would be needed to track any disposals or changes in holdings.
Clear adviser classification and disclosure of third‑party dividend rights.
The Schedule 13G/A clarifies regulatory classification: the Bermuda entity is a Non‑U.S. Institution equivalent to an Investment Adviser and the U.S. entity is an Investment Adviser. The filing includes a statement that other persons have rights to dividends or sale proceeds for the reported shares.
Signatures certify comparability of the foreign regulatory scheme and offer to furnish additional Schedule 13D‑type information on request; governance impact depends on future filings or holder actions.
Key Figures
Beneficial ownership:73,951,325 sharesPercent of class:10.4%Sole voting power (Orbis Ltd):72,703,134 shares+1 more
4 metrics
Beneficial ownership73,951,325 sharesaggregate position reported on Schedule 13G/A
Percent of class10.4%percent of class reported for beneficial ownership
Sole voting power (Orbis Ltd)72,703,134 sharesvoting power attributed to Orbis Investment Management Ltd
Sole voting power (Orbis US)1,248,191 sharesvoting power attributed to Orbis Investment Management (U.S.), L.P.
Key Terms
Beneficially owned, Sole Voting Power, Schedule 13G/A, Non‑U.S. Institution (FI)
4 terms
Beneficially ownedfinancial
"Amount beneficially owned: 73,951,325 (b) Percent of class: 10.4 %"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Sole Voting Powerregulatory
"Sole Voting Power 72,703,134.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
Schedule 13G/Aregulatory
"Amendment No. 6 to its Schedule 13G/A"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
Non‑U.S. Institution (FI)regulatory
"Orbis Investment Management Ltd is classified as a Non-U.S. Institution (FI)"
How many QXO (QXO) shares does Orbis beneficially own?
Orbis beneficially owns 73,951,325 shares of QXO, representing 10.4% of the class. The Schedule 13G/A amendment reports this aggregate position across two reporting entities without stating a change in holdings.
How is voting power allocated between Orbis entities for QXO?
The filing attributes sole voting power of 72,703,134 shares to Orbis Investment Management Ltd and sole voting power of 1,248,191 shares to Orbis Investment Management (U.S.), L.P., with no shared voting power reported.
Does Orbis report ownership on behalf of others for QXO?
Yes. The filing states that other persons have the right to receive dividends or proceeds for the shares beneficially owned by each reporting entity, as disclosed under Item 6 of the Schedule 13G/A.
What regulatory classifications does the filing show for Orbis?
Orbis Investment Management Ltd is classified as a Non‑U.S. Institution equivalent to an Investment Adviser and Orbis Investment Management (U.S.), L.P. is classified as an Investment Adviser, per the filing's Item 8 disclosure.
Does the Schedule 13G/A indicate group status between the reporting persons?
No. The filing states that although the two reporting persons filed together, neither represents it is a member of a group under Section 13(d)(3), and each disclaims beneficial ownership of shares owned by the other reporting person.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)
QXO, Inc.
(Name of Issuer)
Common stock, par value $0.00001 per share
(Title of Class of Securities)
82846H405
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
82846H405
1
Names of Reporting Persons
ORBIS INVESTMENT MANAGEMENT LTD
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
BERMUDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
72,703,134.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
72,703,134.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
72,703,134.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
10.2 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
CUSIP Number(s):
82846H405
1
Names of Reporting Persons
Orbis Investment Management (U.S.), L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,248,191.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,248,191.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,248,191.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.2 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
QXO, Inc.
(b)
Address of issuer's principal executive offices:
FIVE AMERICAN LANE, GREENWICH, CONNECTICUT
06831
Item 2.
(a)
Name of person filing:
ORBIS INVESTMENT MANAGEMENT LTD
Orbis Investment Management (U.S.), L.P.
(b)
Address or principal business office or, if none, residence:
Orbis Investment Management Ltd
25 Front Street
Hamilton HM11, Bermuda
Orbis Investment Management (U.S.), L.P.
One Letterman Drive, Building C, Suite CM-100, The Presidio of San Francisco
San Francisco, CA 94129-1492, USA
(c)
Citizenship:
ORBIS INVESTMENT MANAGEMENT LTD - BERMUDA
Orbis Investment Management (U.S.), L.P. - UNITED STATES
(d)
Title of class of securities:
Common stock, par value $0.00001 per share
(e)
CUSIP No.:
82846H405
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Equivalent to IA (Orbis Investment Management Ltd).
Item 4.
Ownership
(a)
Amount beneficially owned:
73,951,325
(b)
Percent of class:
10.4 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
ORBIS INVESTMENT MANAGEMENT LTD - 72,703,134
Orbis Investment Management (U.S.), L.P. - 1,248,191
(ii) Shared power to vote or to direct the vote:
ORBIS INVESTMENT MANAGEMENT LTD - 0
Orbis Investment Management (U.S.), L.P. - 0
(iii) Sole power to dispose or to direct the disposition of:
ORBIS INVESTMENT MANAGEMENT LTD - 72,703,134
Orbis Investment Management (U.S.), L.P. - 1,248,191
(iv) Shared power to dispose or to direct the disposition of:
ORBIS INVESTMENT MANAGEMENT LTD - 0
Orbis Investment Management (U.S.), L.P. - 0
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Other persons have the right to receive dividends from, the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of, the securities of the issuer identified in Item 4(a) that are beneficially owned by Orbis Investment Management Ltd.
Another person has the right to receive dividends from, the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of, the securities of the issuer identified in Item 4(a) that are beneficially owned by Orbis Investment Management (U.S.), L.P.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
Information with respect to each of Orbis Investment Management Ltd and Orbis Investment Management (U.S.), L.P. (collectively, the "Reporting Persons") is given solely by each such Reporting Person and no Reporting Person has responsibility for the accuracy or completeness of information supplied by any other Reporting Person. Orbis Investment Management Ltd is classified as a Non-U.S. Institution (FI) that is equivalent to an Investment Adviser (IA). Orbis Investment Management (U.S.), L.P. is classified as an Investment Adviser (IA). Notwithstanding that the Reporting Persons are making this filing together, none of the Reporting Persons represents that it is a member of a group for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims beneficial ownership of any shares beneficially owned by any other Reporting Person as specified in Item 4(a).
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Orbis Investment Management Ltd is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
