Xerox (XRX) legal chief reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

Xerox Holdings Corporation officer Colon Flor reported routine equity award activity. On January 18, 2026, 2,228 Restricted Stock Units vested from an award of 6,552 units originally granted on January 18, 2023, which was scheduled to vest in three annual installments of 33%, 33% and 34%.

The vested Restricted Stock Units converted into 2,228 shares of Xerox common stock on a one-for-one basis. Of these vested units, 922 shares were withheld and disposed of to cover taxes, recorded at a price of $2.72 per share. After these transactions, Flor directly held 192,561 Restricted Stock Units and 15,793 shares of common stock, reflecting ongoing equity-based compensation rather than an open-market sale.

Insights

Equity compensation and governance analyst

Routine vesting and tax withholding from an existing RSU award.

The filing shows Colon Flor, Chief Legal Officer and Corporate Secretary of Xerox Holdings Corporation, reporting the scheduled vesting of a prior equity grant. An award of 6,552 Restricted Stock Units granted on January 18, 2023 vested in three annual tranches, with 2,228 units vesting on January 18, 2026 and converting into the same number of common shares.

The conversion is recorded at an exercise price of $0 per unit, typical for RSUs, and 922 of the newly vested shares were withheld and disposed of at $2.72 per share to satisfy tax obligations. After these events, Flor reports direct ownership of 192,561 Restricted Stock Units and 15,793 common shares. This pattern aligns with standard executive compensation mechanics and does not, by itself, signal a change in strategic stance or outlook.

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

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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^*

Colon Flor

(Last) (First) (Middle)

XEROX HOLDINGS CORPORATION

P.O. BOX 4505 401 MERITT 7

(Street)

NORWALK CT 0651-10156

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Xerox Holdings Corp [ XRX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
01/18/2026

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

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

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

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
Restricted Stock Unit	01/18/2026		M		2,228(1)	D	$0	192,561	D
Common Stock	01/18/2026		M		2,228(1)	A	(2)	16,715	D
Common Stock	01/18/2026		F		922	D	$2.72	15,793(3)	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

Explanation of Responses:

1. On January 18, 2023, the reporting person was granted an award of 6,552 Restricted Stock Units, which vested in three installments of 33%, 33% and 34% on the first, second and third anniversaries of the grant date.

2. Restricted Stock Units convert into common stock on a one-for-one basis.

3. Of the 2,228 Restricted Stock Units that vested, 922 were withheld and disposed of for taxes.

Remarks:

Chief Legal Officer and Corporate Secretary

	/s/ Eric Risi, as attorney-in-fact	01/21/2026
	** 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).
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FAQ

Who is the reporting person in the Xerox (XRX) Form 4 filing?

The reporting person is Colon Flor, who serves as Chief Legal Officer and Corporate Secretary of Xerox Holdings Corporation.

What equity award activity did Colon Flor report for Xerox (XRX)?

Flor reported the vesting of 2,228 Restricted Stock Units from a 6,552-unit award originally granted on January 18, 2023, which converted into 2,228 shares of common stock on a one-for-one basis.

How many Xerox (XRX) shares were withheld for taxes in this Form 4?

Of the 2,228 Restricted Stock Units that vested, 922 shares were withheld and disposed of to cover taxes at a recorded price of $2.72 per share.

What are Colon Flors Xerox (XRX) holdings after the reported transactions?

Following the reported transactions, Colon Flor directly held 192,561 Restricted Stock Units and 15,793 shares of Xerox common stock.

Does the Xerox (XRX) Form 4 show an open-market stock sale by Colon Flor?

The filing shows tax withholding of 922 shares from vested Restricted Stock Units, rather than a discretionary open-market sale of existing holdings.

How do Xerox (XRX) Restricted Stock Units convert into common shares in this filing?

The footnotes state that Restricted Stock Units convert into common stock on a one-for-one basis, so each vested unit became one share of Xerox common stock.