Welcome to our dedicated page for Topbuild SEC filings (Ticker: BLD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
TopBuild Corp. filings document the formal disclosure record for its insulation installation, commercial roofing and specialty distribution operations. The company's Form 8-K reports cover operating and financial results, Regulation FD disclosures, material agreements, capital-structure matters and other material events affecting its public-company reporting.
TopBuild's proxy and governance filings describe director elections, shareholder voting results, auditor ratification, executive compensation, equity awards and board matters. Additional 8-K disclosures record executive appointments and departures, while periodic disclosure categories address business risks, segment operations and governance matters related to the company's Installation Services and Specialty Distribution businesses.
TopBuild Corp. entered into two supplemental indentures with U.S. Bank Trust Company to amend its 4.125% Senior Notes due 2032 and 5.625% Senior Notes due 2034. The amendments will remove change-of-control repurchase rights tied to the QXO acquisition, strip most restrictive covenants, ease defeasance conditions, and leave only payment-related events of default.
The supplemental indentures are already effective, but these changes will apply only if notes tendered in QXO’s related tender offers are accepted and paid for and other specified conditions, including a merger condition described in the Offer to Purchase, are satisfied. If not, the prior indenture terms will continue to govern.
TopBuild Corp. and QXO, Inc. issued a joint press release stating that the deadline for TopBuild stockholders of record to elect their form of consideration in connection with QXO’s proposed acquisition of TopBuild is 5:00 p.m., Eastern Time on June 29, 2026. The filing notes that QXO’s Form S-4 was declared effective by the SEC on May 29, 2026 and that the definitive joint proxy statement/prospectus has been mailed to stockholders. The notice reiterates standard forward-looking statement cautions and directs holders to the joint proxy statement/prospectus for complete information.
TopBuild Corp. announced that its stockholders must choose their QXO merger payout by 5:00 p.m. Eastern Time on June 29, 2026.
For each TopBuild share, holders may elect either $505.00 in cash or 20.200 shares of QXO common stock, subject to election and proration procedures described in the merger agreement and joint proxy statement/prospectus.
Stockholders who do not make a proper election will receive QXO stock, with cash paid instead of any fractional QXO share. The communication also reiterates standard forward‑looking statements, proxy, and solicitation disclosures related to the pending acquisition.
TopBuild Corp. reported a 2,375,955-share position held by Capital Research Global Investors (CRGI), equal to 8.4% of the company. CRGI discloses 2,367,534 shares with sole voting power and 2,375,955 shares with sole dispositive power out of 28,142,161 shares believed outstanding.
The filing lists affiliated investment management entities and names AMCAP Fund among related holders. The filing is signed by a CRMC lawyer.
QXO, Inc. filed a Current Report announcing a joint press release with TopBuild Corp. that sets a stockholder election deadline of 5:00 p.m., Eastern Time on June 29, 2026 for choosing the form of consideration in QXO’s proposed acquisition of TopBuild. The filing notes that the parties’ combined definitive joint proxy statement/prospectus was mailed beginning on or about May 29, 2026, and that the registration statement on Form S-4 was declared effective by the SEC on May 29, 2026. The report reiterates customary forward-looking statement cautions and directs holders to review the joint proxy statement/prospectus and other SEC filings for full details.
QXO and TopBuild have entered into a definitive merger agreement under which QXO will acquire TopBuild through a two-step merger. In the Titanium Merger, each TopBuild share will convert into the right to receive either $505.00 cash or 20.200 QXO shares, subject to election, mandatory proration and caps.
The merger structure caps cash elections at 45% of TopBuild shares and stock elections at 55% (the stock cap may be increased by QXO in its discretion). Assuming the maximum stock election, post-closing ownership is estimated at approximately 70.0% held by pre-closing QXO holders and 30.0% held by pre-closing TopBuild holders. The transactions are conditioned on stockholder approvals at special meetings scheduled for June 29, 2026.
TopBuild Corp. plans to redeem the entire $400 million aggregate principal amount of its 3.625% Senior Notes due 2029. The company has instructed the trustee to send a conditional redemption notice setting July 1, 2026 as the redemption date, at a redemption price equal to 100.000% of principal plus accrued and unpaid interest.
This redemption is expressly conditioned on obtaining the stockholder approvals needed to complete the proposed acquisition of TopBuild under the Agreement and Plan of Merger dated April 18, 2026 with QXO, Inc. and its subsidiaries, or on TopBuild’s written waiver of that approval condition. The communication emphasizes that it is not itself a notice of redemption and includes extensive cautionary language about forward-looking statements and risks that could prevent either the acquisition or the redemption from occurring.
QXO, Inc. filed a Current Report on Form 8-K to provide audited and unaudited financial statements of Kodiak and TopBuild, unaudited pro forma combined financial information for QXO, QXO Building Products, Kodiak and TopBuild, and the audit consents of KPMG LLP and PricewaterhouseCoopers LLP in connection with QXO's proposed acquisition of TopBuild.
The filing incorporates Kodiak's audited 2025 financials and interim March 31, 2026 condensed results, TopBuild's audited 2025 and 2024 financials and interim March 31, 2026 results, the unaudited pro forma combined statements giving effect to the acquisitions, and the auditors' consents.
TopBuild Corp. Schedule 13G shows Capital World Investors reports beneficial ownership of 1,483,387 shares of Common Stock, representing 5.3% of the class as of 03/31/2026. The filing states the 1,483,387 shares equal 5.3% of 28,145,137 shares believed to be outstanding.
The filing attributes sole voting and sole dispositive power over the 1,483,387 shares to Capital World Investors and lists related investment management entities. The signature block is dated 05/13/2026.
TopBuild Corp. reports that Capital International Investors beneficially owns 566,320 shares of TopBuild common stock, representing 2.0% of the 28,145,137 shares believed outstanding. The filing amends a prior Schedule 13G and shows CII has sole voting and sole dispositive power over these shares.