QXO, INC., 424B7 filed on 4/29/2026
Prospectus filed pursuant to Rule 424(b)(7)
v3.26.1
Submission
Apr. 28, 2026
Submission [Line Items]  
Central Index Key 0001236275
Registrant Name QXO, Inc.
Registration File Number 333-281084
Form Type S-3
Submission Type 424B7
Fee Exhibit Type EX-FILING FEES
v3.26.1
Offerings
Apr. 28, 2026
USD ($)
shares
Offering: 1  
Offering:  
Fee Previously Paid false
Rule 457(a) true
Security Type Equity
Security Class Title Common Stock, par value $0.00001 per share
Amount Registered | shares 13,066,710
Proposed Maximum Offering Price per Unit 19.98
Maximum Aggregate Offering Price $ 261,072,865.80
Fee Rate 0.01381%
Amount of Registration Fee $ 36,054.16
Offering Note The filing fee, calculated in accordance with Rule 457(r) under the Securities Act of 1933, has been transmitted to the Securities and Exchange Commission in connection with the securities offered by means of this prospectus supplement. This "Calculation of Filing Fee Table" shall be deemed to update the "Calculation of Registration Fee" table in the registrant's registration statement on Form S-3ASR (File No. 333-281084) filed with the Securities and Exchange Commission on July 29, 2024 (the "Registration Statement"). In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant initially deferred payment of all of the registration fees for the Registration Statement. Amount Registered represents shares of common stock offered by the selling stockholders in this prospectus supplement and includes an indeterminate number of additional shares of common stock that, pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), may be offered or issued from stock splits, stock dividends or similar transactions with respect to the shares being registered. Proposed Maximum Offering Price per Unit and Maximum Aggregate Offering Price are estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the registrant's common stock as reported on the New York Stock Exchange on April 28, 2026, which was $19.98.
Offering: 2  
Offering:  
Fee Previously Paid false
Other Rule true
Security Type Equity
Security Class Title Series C Convertible Perpetual Preferred Stock, par value $0.001 per share
Amount Registered | shares 192,533
Maximum Aggregate Offering Price $ 1,654,540,543.26
Fee Rate 0.01381%
Amount of Registration Fee $ 228,492.05
Offering Note Amount Registered represents shares of Series C Convertible Perpetual Preferred Stock ("Series C Preferred Stock") offered by the selling stockholders in this prospectus supplement and includes an indeterminate number of additional shares of Series C Preferred Stock that, pursuant to Rule 416 under the Securities Act, may be offered or issued from stock splits, stock dividends or similar transactions with respect to the shares being registered. Proposed Maximum Offering Price per Unit and Maximum Aggregate Offering Price are estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) under the Securities Act, calculated using the product of the conversion rate of the Series C Preferred Stock, multiplied by $19.98 per share of common stock, which is the average of the high and low prices of the registrant's common stock as reported on the New York Stock Exchange on April 28, 2026.
Offering: 3  
Offering:  
Fee Previously Paid false
Other Rule true
Security Type Equity
Security Class Title Common Stock, par value $0.0001 per share, issuable upon conversion of the Series C Convertible Perpetual Preferred Stock
Amount Registered | shares 82,809,837
Maximum Aggregate Offering Price $ 0.00
Fee Rate 0.01381%
Amount of Registration Fee $ 0.00
Offering Note Amount Registered represents shares of common stock issuable upon conversion of the Series C Preferred Stock being registered under this Registration Statement and includes an indeterminate number of additional shares of common stock that, pursuant to Rule 416 under the Securities Act, may be offered or issued from stock splits, stock dividends or similar transactions with respect to the shares being registered. The shares of our common stock issuable upon conversion of the Series C Convertible Perpetual Preferred Stock will be issued for no additional consideration and therefore, no additional registration fee is required pursuant to Rule 457(i) under the Securities Act.
v3.26.1
Fees Summary
Apr. 28, 2026
USD ($)
Fees Summary [Line Items]  
Total Offering $ 1,915,613,409.06
Previously Paid Amount 0.00
Total Fee Amount 264,546.21
Total Offset Amount 0.00
Net Fee $ 264,546.21
Offering Table N/A
Offset Table N/A N/A
Combined Prospectus Table N/A N/A
Final Prospectus false