UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 2.02. Results of Operations and Financial Condition.
On May 7, 2024, TopBuild Corp., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the quarter ended March 31, 2024 (the “Press Release”). The Press Release, which is furnished as Exhibit 99.1, and the information included in Item 7.01 of this Current Report on Form 8-K (this “Report”) are incorporated by reference in this Item 2.02.
The information in the Press Release and in this Item 2.02 is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except to the extent such other filing specifically incorporates such information by reference.
Item 7.01. Regulation FD Disclosure.
On May 7, 2024, the Company issued the Press Release. The Press Release, which is furnished as Exhibit 99.1, and the information included in Item 2.02 of this Report are incorporated by reference in this Item 7.01.
The information in the Press Release and in this Item 7.01 is “furnished” and not “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act except to the extent such other filing specifically incorporates such information by reference.
Item 8.01
On May 3, 2024, the Board of Directors (the “Board”) of the Company authorized the Company to repurchase up to $1.0 billion of its common stock, par value $0.01 per share, which repurchases may be effected by any legal means including, without limitation, open market purchases, privately negotiated transactions in accordance with the regulations promulgated under the Exchange Act, under accelerated share repurchase agreements, or otherwise. This repurchase program is in addition to, and not substitution of, any share repurchase plan or program previously approved. Repurchases will be made from cash on hand as well as from a portion of the free cash flow expected to be generated from the business. The repurchase program has no expiration date and will continue until otherwise suspended, terminated, or modified at any time for any reason by the Board.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
| Description |
99.1 | ||
104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TOPBUILD CORP. | |||
By: | /s/ Madeline Otero | ||
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| Name: | Madeline Otero |
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| Title: | Vice President and Chief Accounting Officer |
Dated: May 7, 2024 |
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