Smith Sean Christopher 4

4 · QXO, Inc. · Filed Jan 5, 2026

Form 4

Period: 2025-12-31

SEE REMARKS

Transactions

Exercise/Conversion
Common Stock, $0.00001 par value
2025-12-31+156,044→ 183,397 total
Tax Payment
Common Stock, $0.00001 par value
2025-12-31$21.04/sh−61,404$1,291,940→ 121,993 total
Exercise/Conversion
Restricted Stock Units
2025-12-31−156,044→ 884,254 total
→ Common Stock (156,044 underlying)

Footnotes (3)

[F1]No shares were sold by the Reporting Person. These shares were withheld by the Issuer to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested and were settled on the Transaction Date, as originally scheduled, and there were no related discretionary transactions or open market sales.
[F2]Each RSU represents a contingent right to receive, upon settlement, one share of Common Stock.
[F3]The RSUs vest in five installments of 15% on December 31, 2025, 17.5% on December 31, 2026, 17.5% on December 31, 2027, 25% on December 31, 2028, and 25% on December 31, 2029, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. The after-tax shares received upon settlement of the RSU award are subject to a lock up which prohibits transfers of such shares through December 31, 2029.

Documents

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