Every 8-K that Xerox Holdings Corp (XRX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow XRX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full XRX filings page.
Xerox Holdings Corporation and Xerox Corporation approved a new 2026–2028 Transformation Retention Award Plan effective July 1, 2026. The plan is a limited-duration cash program intended to retain key employees during the company’s multi-year transformation and supplements existing incentive plans.
Eligible participants include certain executive officers, senior leaders and other critical employees of the company and its subsidiaries, though the Chief Executive Officer and Chief Financial Officer are not expected to participate. Awards are cash-based and may be set as a fixed amount or as a percentage of base salary or target annual bonus, vesting in eight substantially equal quarterly installments over two years.
Vesting generally requires continued employment. Unvested installments are forfeited upon termination, except in specified cases related to a Change in Control, where the Compensation and Human Capital Committee may accelerate vesting or provide full vesting if employment is terminated without Cause or for Good Reason within 12 months following such a transaction.
Xerox Holdings Corporation held its 2026 annual meeting of shareholders on May 20, 2026. Shareholders approved an amendment to the Xerox Holdings Corporation 2024 Equity and Performance Incentive Plan, which increases the number of shares of common stock available for issuance under the plan by 15,000,000 shares.
The plan, originally approved on May 22, 2024, continues to run through May 22, 2034 unless ended earlier by the Compensation and Human Capital Committee. Shareholders also elected directors and approved other proposals, with final voting results certified by the company’s independent inspector of election.
Xerox Holdings Corporation reported first-quarter 2026 revenue of $1.85 billion, up 26.7% year-over-year, helped by the Lexmark acquisition and stronger print activity. Despite this growth, the company posted a GAAP net loss of $105 million, or $0.84 per share, as higher amortization, restructuring and transformation costs weighed on results.
On a non-GAAP basis, adjusted net loss was $51 million, or $0.43 per share, while adjusted operating income rose to $72 million and adjusted operating margin improved to 3.9% from 1.5%, reflecting cost savings and Lexmark synergies. Free cash flow was negative $165 million due to seasonal working capital and investment needs.
Management highlighted strategic milestones including Lexmark integration progress, a stronger print sales pipeline, 31% growth in production installs, and double-digit growth in IT Solutions bookings and billings. Xerox raised $450 million via an IP joint venture with TPG Angelo Gordon and repurchased $101 million of 2028 Senior Notes. The company reaffirmed its 2026 outlook for revenue above $7.5 billion, adjusted operating income of $450–$500 million, and approximately $250 million of free cash flow.
Xerox Holdings Corporation announced a leadership transition, appointing Louis (Louie) J. Pastor as Chief Executive Officer effective March 31, 2026, succeeding Steve Bandrowczak. Pastor also joins the Board and will stand for re-election at the upcoming annual meeting.
Under an offer letter, Pastor receives a $900,000 annual base salary, a target annual bonus of 150% of salary, and a 2026 long-term incentive award targeted at $6 million, with future grants at the Board committee’s discretion. He remains eligible for benefits under Xerox’s Officer Severance Program and existing change-in-control protections.
Bandrowczak will receive severance and continued prorated vesting of outstanding restricted stock units through March 31, 2028, subject to signing a release that includes 24-month non-compete and non-solicitation covenants and a 36-month cooperation obligation. He will also provide transition advice for 90 days and may earn a prorated 2026 bonus, subject to performance and approval. Xerox reaffirmed its full-year 2026 financial guidance.
Xerox Holdings Corporation entered into a new joint venture with investors led by TPG to monetize certain Xerox intellectual property, including the Xerox trademarks. The structure combines $405,000,000 of senior secured term loans and $45,000,000 of Class A Units issued by XRX Brandco Holdings LLC, with proceeds distributed to Xerox.
The company plans to use this $450,000,000 of financing for general corporate purposes such as augmenting liquidity, accelerating its Reinvention strategy and Lexmark integration, and potentially redeeming or repaying debt. Xerox contributed specified IP into the joint venture in exchange for equity and then licensed the IP back under a Shared Services and License Agreement.
Under that agreement, Xerox and selected subsidiaries retain worldwide, royalty-bearing rights to use the contributed IP, paying IPCo a 2.0% royalty on specified consolidated revenue. The term loans carry interest at a base rate plus 7.125% or term SOFR plus 8.125%, amortize at 4.50% per year, and mature five years after closing.
Xerox Holdings Corporation is registering up to $750,000,000 of common stock to be issued upon exercise of newly distributed warrants. The company has completed a pro rata distribution of warrants to holders of its common stock, 3.75% Convertible Senior Notes due 2030, and Series A Convertible Perpetual Voting Preferred Stock as of February 9, 2026, at a rate of one warrant for every two common shares.
Each warrant allows the holder to buy one Xerox share at an exercise price of $8.00 per share, payable in cash or, for a period, by delivering specified Xerox debt securities. The warrants are expected to trade on Nasdaq under the symbol XRXDW and will generally expire on February 11, 2028, with provisions for early expiration and for ending the debt-settlement option if the share price meets volume-weighted average price conditions. A legal opinion also covers issuance of shares upon exercise of 77,271,234 warrants and up to 5,192,626 additional shares to B. Dyson Capital Advisors or its affiliates as compensation for advisory services related to the distribution.
Xerox Holdings Corporation and Xerox Corporation filed an 8-K stating they issued a joint press release announcing their combined fourth quarter 2025 earnings on January 29, 2026. The press release, furnished as Exhibit 99.1, includes both GAAP and non-GAAP financial measures.
The companies provide reconciliations from non-GAAP to the most directly comparable GAAP measures and explain why management believes these non-GAAP metrics are useful for understanding operating results. The earnings press release is furnished, not filed, meaning it is not automatically incorporated into other SEC filings.
Xerox Holdings Corporation announced a warrant dividend distribution to holders of its common stock. Each shareholder of record on February 9, 2026 will receive warrants to purchase Xerox common stock, with distribution expected on or about February 11, 2026.
Holders of the company’s 3.75% Convertible Senior Notes due 2030 and Series A Convertible Perpetual Voting Preferred Stock as of the same record date will also receive warrants on equivalent terms, based on the applicable conversion rates. The company has filed a shelf registration statement on Form S-3 for the warrants and underlying stock and will file a prospectus describing their terms.
Xerox Holdings Corporation and Xerox Corporation describe how they are updating investors on the July 1, 2025 acquisition of Lexmark International II, LLC. The filing provides unaudited condensed consolidated financial statements for Lexmark for the three and six months ended June 30, 2025 and 2024, prepared under U.S. GAAP.
The companies also present unaudited pro forma condensed combined financial information for the year ended December 31, 2024 and for the nine months ended September 30, 2025, showing how Xerox and Lexmark’s businesses would look on a combined basis. This financial information is being filed as exhibits so it can be incorporated by reference into a future registration statement under the Securities Act of 1933.
Xerox Holdings Corporation and Xerox Corporation have appointed Chuck Butler as their new Chief Financial Officer, effective December 3, 2025. In connection with this promotion, his annual base salary increases from $500,000 to $550,000 and his target annual bonus rises from 80% to 100% of base salary under the Xerox Holdings Management Incentive Plan.
Mr. Butler will be eligible for a 2026 long-term incentive award with a target grant date fair value of $2 million, plus potential future LTI grants subject to board committee approval. He may receive a monthly housing allowance for 12 months, not to exceed $70,000 in total, and will continue to participate in standard executive benefit programs. A change in control severance agreement may provide a lump-sum payment equal to two times his base salary and target bonus, plus up to 18 months of continued health coverage, if his employment terminates under specified conditions following a change in control before December 31, 2026.
Xerox Holdings Corporation and Xerox Corporation announced a leadership change in their finance organization. The boards appointed Chuck Butler, currently Chief Business Services Officer, as the new Chief Financial Officer effective December 3, 2025, succeeding Mirlanda Gecaj. Butler, age 51, joined the company on July 1, 2025 through the acquisition of Lexmark International II, LLC, where he had served as senior vice president, chief financial officer and head of global business services since 2020. He will continue to oversee business services in this consolidated role.
There are no family relationships or related-party transactions involving Butler that require disclosure. In connection with her separation effective December 2, 2025, and subject to signing a General Release and Non-Competition Agreement, Gecaj will receive prorated continued vesting of her outstanding time-based and performance-based restricted stock units through December 2, 2026, and severance benefits under the company’s Officer Severance Program. The company later issued a press release on November 19, 2025 describing these management changes.
Xerox Holdings Corporation and Xerox Corporation furnished an update on business performance by announcing their combined third quarter 2025 earnings. The announcement was made via a press release attached as Exhibit 99.1 to an 8‑K under Item 2.02.
The press release includes non‑GAAP financial measures with reconciliations to GAAP and management’s stated reasons for their use. The information in Item 2.02 and Exhibit 99.1 is being furnished, not deemed filed, and is incorporated by reference only if specifically referenced elsewhere.
Xerox Holdings Corporation (XRX) disclosed on August 11, 2025 that Mr. Bruno resigned and Mr. Pastor was promoted to President and Chief Operating Officer. The company attached a press release as Exhibit 99.1 and stated the Item 7.01 disclosures and exhibits are incorporated by reference but are not being "filed" under Section 18 of the Exchange Act.
The document includes company signatures dated August 15, 2025 by Flor M. Colón in her role as Secretary for both Xerox Holdings Corporation and Xerox Corporation. There are no financial results, transaction details, or additional operational disclosures in this filing.