Sean Christopher Smith - 31 Dec 2025 Form 4 Insider Report for QXO, Inc. (QXO)

Role: Title: Chief Accounting Officer and Deputy Chief Financial Officer
Signature: /s/ Christopher Signorello, as Attorney-in-fact
Issuer symbol: QXO
Transactions as of: 31 Dec 2025
Net transactions value: -$1,291,940
Form type: 4
Filing time: 05 Jan 2026, 16:16:03 UTC
Previous filing: 01 Aug 2024
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Smith Sean Christopher	Title: Chief Accounting Officer and Deputy Chief Financial Officer	C/O QXO, INC., FIVE AMERICAN LANE, GREENWICH	/s/ Christopher Signorello, as Attorney-in-fact	05 Jan 2026	0002025978

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	QXO	Common Stock, $0.00001 par value	Options Exercise	$0	+156,044	+570%	$0.000000	183,397	31 Dec 2025	Direct
transaction	QXO	Common Stock, $0.00001 par value	Tax liability	$1,291,940	-61,404	-33%	$21.04	121,993	31 Dec 2025	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	QXO	Restricted Stock Units	Options Exercise	$0	-156,044	-15%	$0.000000	884,254	31 Dec 2025	Common Stock	156,044		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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.

Remarks:

Title: Chief Accounting Officer and Deputy Chief Financial Officer