Donikowski Tina 4

What Happened
Tina Donikowski, a director, recorded dispositions of a total of 4,123 TopBuild restricted shares (3,780 and 343) on July 1, 2026. The Form 4 shows these as dispositions to the issuer at $0.00 per share because the shares were converted under the merger agreement when QXO acquired TopBuild. The reporting person elected the "Cash Consideration" under the merger, which is approximately $249.71 in cash plus 10.211 QXO shares per TopBuild share — implying roughly $1.03 million in cash and about 42,100 QXO shares in aggregate for the 4,123 shares, subject to final exchange-agent calculations.

Key Details

• Transaction date: 2026-07-01; Filing/Period of Report: 2026-07-01 (timely).
• Reported transactions: Disposition to issuer (code D) — 3,780 shares and 343 shares at $0.00 (disposed).
• Estimated consideration per TopBuild share (per merger disclosure): ~$249.71 cash + 10.211 QXO shares; totals above are approximate and subject to final calculation by the exchange agent.
• Shares owned after the transaction: not specified in this Form 4.
• Footnotes: F1 explains merger terms and the reporting person’s election of Cash Consideration; F2 notes the disposed shares were restricted stock awards that vested immediately prior to the merger effective time.

Context
This was not an open-market sale but a conversion/cancellation of TopBuild restricted shares under the merger. The Form 4’s $0.00 price and "D" code reflect the corporate transaction mechanics rather than a routine insider sale; the insider received merger consideration instead of retaining those TopBuild shares.