QXO · QXO, Inc.

This filing discloses QXO’s pending acquisition of TopBuild Corp., a transformative strategic move that extends QXO’s reach beyond distribution into high-margin, recurring job-site services. Unlike prior acquisitions such as Beacon (focused on operational efficiency in underutilized assets) or Kodiak (expanding lumber and contractor channel access), TopBuild brings category leadership in insulation — combining installation labor management, scheduling expertise, and deep contractual relationships with builders and contractors. Critically, TopBuild provides ~22,000 daily job-site visits, granting QXO real-time intelligence to optimize inventory, cross-sell, and increase wallet share. The value creation logic is explicitly commercial and strategic: cross-selling across QXO’s expanded footprint (lumber, siding, windows, roofing, waterproofing, insulation), private label expansion, procurement consolidation across overlapping suppliers (e.g., Owens Corning, GAF, Saint-Gobain), and technology-driven enhancements to routing, CRM, and scheduling. Management emphasizes that TopBuild will not operate independently but will be integrated into a unified North American network — with systems harmonization prioritized over disruption to frontline service delivery. The transaction remains subject to regulatory review, shareholder approvals, and other customary closing conditions. Given the scale, strategic fit, and centrality to QXO’s stated 'job site ownership' thesis, this acquisition represents a material inflection point in QXO’s evolution from distributor to integrated solutions provider.