{"url_path":"/sec/qxo/8-k/2026-06-02/item-7-01","section_key":"item-7-01","section_title":"Item 7.01 ****Regulation FD Disclosure.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-02","source_url":"https://www.sec.gov/Archives/edgar/data/1236275/0000950142-26-001587-index.html","accession_number":"0000950142-26-001587","cik":"0001236275","ticker":"QXO","issuer_name":"QXO, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1236275/0000950142-26-001587-index.html","primary_entity_key":"0001236275","primary_entity_name":"QXO, Inc."},"word_count":304,"has_tables":true,"body_markdown":"**Item 7.01****Regulation FD Disclosure.**\n\nOn June 2, 2026, QXO, Inc. (“QXO”)\nannounced a proposed private offering of $1,500.0 million Senior Notes due 2031 (the “2031 Notes”) and $1,500.0 million Senior\nNotes due 2034 (the “2034 Notes” and, together with the 2031 Notes, the “Notes”) by QXO Building Products, Inc.,\nits wholly owned subsidiary, to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities\nAct of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons in offshore transactions outside the United\nStates in reliance on Regulation S under the Securities Act, subject to market and other conditions. A copy of the press release announcing\nthe offering of the Notes is furnished as Exhibit 99.1 hereto.\n\nThis Current Report on Form 8-K does not constitute\nan offer to sell or a solicitation of an offer to buy the Notes, nor shall there be any offer, solicitation or sale of the Notes in any\nstate or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under\nthe securities laws of any such state or other jurisdiction.\n\nIn connection with the offering of the Notes,\nQXO is disclosing certain information to prospective investors in a preliminary offering memorandum dated June 2, 2026, excerpts of which\nare furnished as Exhibit 99.2 hereto.\n\nThe information furnished in Item 7.01, including\nExhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,\nas amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed to be incorporated\nby reference into any filing of QXO under the Exchange Act or the Securities Act, except as shall be expressly set forth by specific reference\nin such filing."}