TAYLOR NANCY M 4
4 · QXO Insulation, LLC · Filed Jul 1, 2026
Research Summary
AI-generated summary of this filing
QXO (BLD) Director Nancy M. Taylor Converts TopBuild Shares in Merger
What Happened
Nancy M. Taylor, a director, recorded dispositions on 2026-07-01 of TopBuild shares in connection with QXO’s merger with TopBuild. The Form 4 shows two dispositions to the issuer: 6,088 shares (elected Cash Consideration) and 343 shares (elected Stock Consideration). Per the merger terms, the 6,088 shares converted into approximately $249.71 per share in cash (≈ $1,520,234 total) plus 10.211 QXO shares per TopBuild share, and the 343 shares converted into 20.200 QXO shares per TopBuild share. In total Taylor received roughly $1.52 million in cash and about 69,093 QXO shares. The Form 4 lists the price as $0.00 because the TopBuild shares were converted under the merger rather than sold on the open market.
Key Details
- Transaction date: 2026-07-01 (effective time of merger).
- Reported on Form 4 dated 2026-07-01 (filed same day).
- Dispositions: 6,088 TopBuild shares (elected Cash Consideration) and 343 TopBuild shares (elected Stock Consideration).
- Effective consideration: ~ $249.71 cash per share for cash elections and specified QXO share ratios (10.211 or 20.200 QXO shares per TopBuild share). Aggregate receipts ≈ $1.52M cash + ~69,093 QXO shares.
- Shares owned after transaction: not specified in the provided filing.
- Footnotes: (F1) Transactions result from the Agreement and Plan of Merger—holder elections determined cash vs. stock mix. (F2) Some shares were underlying restricted stock awards that vested immediately prior to the merger effective time.
Context
These were merger conversions (not open-market sales). Such conversions reflect deal consideration and the insider’s election of cash vs. stock—not an independent buy/sell decision about QXO shares on the open market. Restricted awards vested as part of the merger mechanics, per the filing.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-07-01−6,088→ 343 total - Disposition to Issuer
Common Stock
[F1][F2]2026-07-01−343→ 0 total
Footnotes (2)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of April 18, 2026 (the "Merger Agreement), QXO, Inc. ("QXO") acquired TopBuild Corp. ("TopBuild") in a 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 elected the Cash Consideration for 6,088 shares and the Stock Consideration for 343 shares.
- [F2]Represents shares of TopBuild common stock underlying restricted stock awards. Restricted stock awards vested in accordance with the terms of the Merger Agreement immediately prior to the Effective Time.