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Form 8-K · Current Report · Filed 2024-06-06

QXO Completes $1 Billion Equity Investment and Announces Leadership Changes

On June 6, 2024, QXO, Inc. completed a $1 billion equity investment led by Jacobs Private Equity II, LLC, resulting in a change of control. The investment led to a series of corporate governance changes, including an 8-for-1 reverse stock split, the issuance of convertible perpetual preferred stock and warrants, and the resignation of the existing board members and executive officers. Brad Jacobs was appointed as the new Chairman and CEO, and new board members were appointed to increase the board size from four to six. The company also updated its corporate governance documents, including its Certificate of Incorporation, Bylaws, and Code of Business Ethics.

Filer
Qxo Inc. QXO · NYSE
Filed
Accession
0001213900-24-050403
CIK
0001236275
Signal
High impactTechnology

Items reported

Item 1.01

Entry into a Material Definitive Agreement

New Major Contract Strategic Partnership
Item 3.02

Unregistered Sales of Equity Securities

Unregistered Stock Issuance PIPE Financing
Item 3.03

Material Modification to Rights of Security Holders

Voting Rights Amendment Material Modification of Rights of Security Holders
Item 5.01

Changes in Control of Registrant

Ownership Change Changes in Control of Registrant
Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

Board Member Departure New CEO Appointed
Item 5.03

Amendments to Articles of Incorporation or Bylaws

Corporate Name Change Change in Fiscal Year
Item 5.05

Reported Item

No viable tag
Item 8.01

Other Events

No viable tag
Item 9.01

Financial Statements and Exhibits

No viable tag

Market reaction

Close before filing

$130.48

Next session

+68.6%

Since filing

-89.8%

Latest close

$13.30

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from QXO reporting the same item, with the next session's move:

Exhibits (14)

About Qxo Inc.

Qxo Inc. is a company engaged in the innovative technology sector, specializing in developing software solutions that enhance business processes for small and medium enterprises (SMEs). It provides integrated platforms designed to streamline customer relationship management, inventory control, and financial reporting, all vital components for driving operational efficiency. Qxo Inc.'s products are particularly impactful in industries such as retail, healthcare, and professional services, offering scalability and customization tailored to specific client needs. The company's comprehensive approach ensures that businesses can leverage data analytics for strategic planning and decision-making. Headquartered in a technology hub, Qxo Inc. plays a significant role in the digital transformation landscape, continuously adapting to advancements and market demand. Its focus on user-friendly interfaces and seamless integration with existing systems positions Qxo Inc. as a crucial partner for enterprises aiming to leverage technology for growth and competitiveness in modern markets.

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