Form 4 for QXO QXO, Inc.

Accepted 2026-07-02 16:29:16 ET · period of report 2026-07-01 · accession 0001361492-26-000010 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
M	2026-07-02 16:29	2026-07-01	QXO	Covington Alec C	Dir	A - Grant	—	+153.9K	153.9K	New	—

Purchase Sale Sale after option exercise All abbreviations

Every reported transaction

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock, $0.00001 par value	2026-07-01	A	A	150,368	—	150,368	D	—	—	(F1) Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), the Issuer acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger"), which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person received the Cash Consideration. (F1) Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), the Issuer acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger"), which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person received the Cash Consideration. (F1) Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), the Issuer acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger"), which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person received the Cash Consideration.
2	Common	Common Stock, $0.00001 par value	2026-07-01	A	A	3,494	—	153,862	D	—	—	(F1) Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), the Issuer acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger"), which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person received the Cash Consideration. (F1) Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), the Issuer acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger"), which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person received the Cash Consideration. (F2) Represents shares of QXO common stock received with respect to TopBuild restricted stock awards. TopBuild restricted stock awards vested in accordance with the terms of the Merger Agreement immediately prior to the Effective Time. (F1) Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement"), the Issuer acquired TopBuild Corp. ("TopBuild") in a merger transaction (the "Merger"), which became effective on July 1, 2026. At the effective time of the Merger (the "Effective Time"), each share (other than certain excluded shares, cancelled shares and dissenting shares) of TopBuild common stock was converted into the right to receive, at the holder's election, one of the following forms of merger consideration, after giving effect to proration as described in the Merger Agreement: (i) approximately $249.71 in cash and 10.211 shares of QXO common stock, subject to final calculations by the exchange agent (the "Cash Consideration"); or (ii) 20.200 shares of QXO common stock (the "Stock Consideration"). The reporting person received the Cash Consideration.