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| LEI | 5493000Y33XDVO2CXC18 |
| CIK | 1770450 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Xerox Holdings Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 15, 2025 |
General Release and Non-Competition Agreement EX-10.1 Exhibit 10.1 Officer Name: John G. Bruno Officer Title: President and Chief Operating Officer Employee No.: 50570264 Resignation Date: August 31, 2025 General Release and Non-Competition Agreement Date provided to Officer: August 14, 2025 In consideration of John G. Bruno’s (“I” or “Bruno”) pivotal role in the conception and execution of Xerox Corporation’s (“Xerox” or the “Company”) Reinv |
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| August 15, 2025 |
EX-99.1 Exhibit 99.1 News from Xerox Holdings Corporation Xerox Announces President & COO Transition John Bruno accepts CEO role outside company; Louie Pastor named successor Norwalk, Conn., Aug. 11, 2025 – Xerox Holdings Corporation (NASDAQ: XRX) today announced that its President and Chief Operating Officer, John Bruno, has decided to pursue a CEO opportunity outside of Xerox. Bruno, who has ser |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 11, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORATION ( |
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| August 7, 2025 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended June 30, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chi |
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| August 7, 2025 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| August 7, 2025 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| August 7, 2025 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Mirlanda Gecaj, certify that: 1. |
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| August 7, 2025 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Mirlanda Gecaj, certify that: 1. |
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| August 7, 2025 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| July 31, 2025 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases Second-Quarter Results Reinvention drives revenue stability; Lexmark acquisition advances Reinvention with strengthened core offerings and synergy opportunities Financial Summary Q2 2025 •Revenue of $1.58 billion, down 0.1 percent, and 1.1 percent in constant currency. •GAAP net (loss) of $(106) million, or $(0.87) per share, decline |
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| July 31, 2025 |
XEROX HOLDINGS CORPORATION Up to 2,160,256 Shares of Common Stock Underlying Pre-Funded Warrant Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-289107 PROSPECTUS XEROX HOLDINGS CORPORATION Up to 2,160,256 Shares of Common Stock Underlying Pre-Funded Warrant This Prospectus will be used from time to time by the selling shareholder named in this prospectus to sell up to 2,160,256 shares of our common stock, par value $1.00 per share (the “Common Stock”), issued or issua |
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| July 31, 2025 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 1, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-04 |
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| July 31, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 31, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or |
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| July 31, 2025 |
EXHIBIT 99.4 XEROX HOLDINGS CORPORATION UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTION (in millions, except where otherwise noted) The following unaudited pro forma condensed combined financial information (“Unaudited Pro Forma Financial Statements”) of Xerox Holdings Corporation (Xerox) has been derived from the historical financial statements of Xerox, the historical f |
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| July 31, 2025 |
As filed with the Securities and Exchange Commission on July 30, 2025. S-3ASR Table of Contents As filed with the Securities and Exchange Commission on July 30, 2025. |
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| July 31, 2025 |
Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables FORM S-3 (Form Type) XEROX HOLDINGS CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Stock of Xerox Holdings Corporation, par value $1. |
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| July 31, 2025 |
EX-99.3 Exhibit 99.3 LEXMARK INTERNATIONAL II, LLC March 31, 2025 Consolidated Condensed Financial Statements 1 Lexmark Confidential LEXMARK INTERNATIONAL II, LLC AND SUBSIDIARIES Consolidated Condensed Financial Statements For the Three Months Ended March 31, 2025 FINANCIAL STATEMENTS PAGE Consolidated Condensed Statements of Earnings 3 Consolidated Condensed Statements of Comprehensive Earnings |
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| July 31, 2025 |
LEXMARK INTERNATIONAL II, LLC 2024 Audited Financial Statements Exhibit 99.2 LEXMARK INTERNATIONAL II, LLC 2024 Audited Financial Statements 1 LEXMARK INTERNATIONAL II, LLC AND SUBSIDIARIES ANNUAL REPORT For the Years Ended December 31, 2024 and 2023 FINANCIAL STATEMENTS PAGE Consolidated Statements of Earnings 5 Consolidated Statements of Comprehensive Earnings 6 Consolidated Statements of Financial Position 7 Consolidated Statements of Cash Flows 8 Consolida |
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| July 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 1, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or |
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| July 2, 2025 |
News from Xerox Holdings Corporation EX-99.1 Exhibit 99.1 News from Xerox Holdings Corporation Xerox Completes the Acquisition of Lexmark, Uniting Two Industry Leaders NORWALK, Conn., July 1, 2025 – Xerox Holdings Corporation (NASDAQ: XRX) today completed its acquisition of Lexmark International, Inc. from Ninestar Corporation, PAG Asia Capital, and Shanghai Shouda Investment Centre. The transaction, valued at $1.5 billion inclusive |
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| July 2, 2025 |
EX-4.3 Exhibit 4.3 Execution Version SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) dated as of July 1, 2025, among Xerox Issuer Corporation, a New York corporation (the “Escrow Issuer”), Xerox Corporation, a New York corporation (the “Assumption Issuer”), Xerox Holdings Corporation, a New York Corporation (the “Parent Guarantor”), each of the pa |
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| July 2, 2025 |
EX-4.1 Exhibit 4.1 Execution Version XEROX HOLDINGS CORPORATION, as issuer and the Guarantors from time to time parties hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE DATED AS OF JULY 1, 2025 13.000% Step Up Senior Notes due 2030 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 101. Definitions 1 Section 102. Other D |
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| July 2, 2025 |
EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 1 TO FIRST LIEN TERM LOAN CREDIT AGREEMENT THIS AMENDMENT NO. 1 TO FIRST LIEN TERM LOAN CREDIT AGREEMENT (this “Amendment”) is entered into as of July 1, 2025 by and among XEROX CORPORATION, a New York corporation (the “Borrower”), XEROX HOLDINGS CORPORATION, a New York corporation (“Holdings”), the other Loan Parties party hereto, each 2025 Inc |
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| July 2, 2025 |
EX-10.2 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of July 1, 2025 (this “Agreement”), is made among XEROX HOLDINGS CORPORATION, a New York corporation (the “Company”), and the person set forth on Schedule I hereto (the “Warrantholder” or, together with any assignees thereof, the “Warrantholders”). A. On July 1, 2025, the Warrantholders entered into a l |
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| July 2, 2025 |
Pre-Funded Warrant to Purchase Common Stock, dated July 1, 2025 EX-4.2 Exhibit 4.2 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED UNLESS (I) SUCH SECURITIES HA |
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| June 6, 2025 |
As filed with the Securities and Exchange Commission on June 6, 2025 As filed with the Securities and Exchange Commission on June 6, 2025 Registration No. |
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| June 6, 2025 |
Calculation of Filing Fee Tables S-8 Xerox Holdings Corp Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $1. |
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| June 2, 2025 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) P. O. Box 4505 201 Me |
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| June 2, 2025 |
Conflict Minerals Report for the reporting period January 1, 2024 to December 31, 2024 Exhibit 1.01 Conflict Minerals Report Xerox Holdings Corporation Xerox Corporation For the Year Ended December 31, 2024 This report for the year ended December 31, 2024 is made by Xerox Holdings Corporation and its subsidiaries, including Xerox Corporation, (collectively, Xerox) in compliance with Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule). The Rule was adopted by the Securiti |
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| May 27, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 21, 2025 XEROX HOLDINGS CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 (State or other jurisdiction of incorporation) (Commission |
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| May 12, 2025 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Mirlanda Gecaj, certify that: 1. |
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| May 12, 2025 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| May 12, 2025 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| May 12, 2025 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| May 12, 2025 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended March 31, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Ch |
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| May 12, 2025 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Mirlanda Gecaj, certify that: 1. |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORATION |
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| May 9, 2025 |
EX-4.1 Exhibit 4.1 Execution Version FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of May 9, 2025, by and between Xerox Issuer Corporation, a corporation organized under the laws of the State of New York (the “Escrow Issuer”) and U.S. Bank Trust Company, National Association, as trustee (in such capacity, the “Trustee”) and as notes colla |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or o |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 6, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or o |
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| May 1, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 1, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or o |
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| May 1, 2025 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases First-Quarter Results Reinvention drives momentum in Print and IT Solutions growth following ITsavvy acquisition Financial Summary Q1 2025 •Revenue of $1.46 billion, down 3.0 percent, and 1.1 percent in constant currency. •GAAP net (loss) of $(90) million, or $(0.75) per share, improved by $23 million or $0.19 per share, year-over-ye |
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| April 11, 2025 |
Exhibit 4.2 XEROX ISSUER CORPORATION, as Escrow Issuer and the Guarantors from time to time parties hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee and Notes Collateral Agent INDENTURE DATED AS OF APRIL 11, 2025 13.500% Senior Secured Second Lien Notes due 2031 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 101. Definitions 1 |
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| April 11, 2025 |
Exhibit 4.1 XEROX CORPORATION, as issuer and the Guarantors from time to time parties hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee and Notes Collateral Agent INDENTURE DATED AS OF APRIL 11, 2025 10.250% Senior Secured First Lien Notes due 2030 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 101. Definitions 1 Section 102. O |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 11, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| April 9, 2025 |
2024 Annual Report Table of Contents Letter to the Shareholders Board of Directors Officers 2024 Form 10-K Insert FYI 2024 was a pivotal year for Xerox, marked by transformative progress in the execution of our Reinvention strategy. |
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| March 25, 2025 |
LEXMARK INTERNATIONAL II, LLC 2024 Audited Financial Statements Exhibit 99.2 LEXMARK INTERNATIONAL II, LLC 2024 Audited Financial Statements 1 LEXMARK INTERNATIONAL II, LLC AND SUBSIDIARIES ANNUAL REPORT For the Years Ended December 31, 2024 and 2023 FINANCIAL STATEMENTS PAGE Consolidated Statements of Earnings 5 Consolidated Statements of Comprehensive Earnings 6 Consolidated Statements of Financial Position 7 Consolidated Statements of Cash Flows 8 Consolida |
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| March 25, 2025 |
EX-99.1 Exhibit 99.1 Xerox Corporation Announces Offering of Senior Secured Notes NORWALK, Conn., March 25, 2025 – Xerox Corporation today announced an offering of (i) $400,000,000 aggregate principal amount of Senior Secured First Lien Notes due 2030 (the “First Lien Notes”) to be issued by Xerox Corporation and guaranteed by Xerox Holdings Corporation (“Xerox” and, together with Xerox Corporatio |
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| March 25, 2025 |
EXHIBIT 99.3 XEROX HOLDINGS CORPORATION UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTION (in millions, except where otherwise noted) The following unaudited pro forma condensed combined financial information (“Unaudited Pro Forma Financial Statements”) of Xerox has been derived from the historical financial statements of Xerox, the historical financial statements of ITsavv |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 25, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| February 24, 2025 |
Offer Letter dated September 16, 2024 between Xerox Corporation and Mirlanda Gecaj. PERSONAL & CONFIDENTIAL September 16, 2024 Mirlanda Gecaj 57 Heritage Dr Pleasantville, NY 10570 Steve Bandrowczak Chief Executive Officer Xerox Corporation 201 Merritt 7 Norwalk, CT 06851 steven. |
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| February 24, 2025 |
RSU ELTIP 2 Year CEO COO (0325) EXHIBIT 10(f)(49) ELTIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
Consent of PricewaterhouseCoopers LLP re Xerox Holdings Corporation. EXHIBIT 23(a) Xerox Holdings Corporation CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| February 24, 2025 |
Description of Xerox Holdings Corporation Capital Stock. EXHIBIT 4(f) DESCRIPTION OF XEROX HOLDINGS CORPORATION CAPITAL STOCK As of December 31, 2019, Xerox Holdings Corporation, a New York corporation (“Xerox Holdings”), had one class of securities registered pursuant to Section 12 of the U. |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Legal Sign-off 2.24.25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: XEROX HOLDINGS CORPORATIO |
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| February 24, 2025 |
EXHIBIT 10(ff) Officer Name: Xavier Heiss Officer Title: EVP, Chief Financial Officer Employee No. |
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| February 24, 2025 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misl |
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| February 24, 2025 |
RSU ELTIP 3 Year (0325) EXHIBIT 10(f)(50) ELTIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
RSU XSIP 2 Year Cash Settled (0325) EXHIBIT 10(f)(53) XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
EXHIBIT 32(b) CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-K of Xerox Corporation, a New York corporation (the “Company”), for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chief Executive Offi |
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| February 24, 2025 |
2025 EXHIBIT 10(f)(58) APPENDIX TO THE AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN This Appendix includes additional terms and conditions that govern an award (the "Equity Award") granted under the Plan to individuals outside the United States (the “International Participants”). |
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| February 24, 2025 |
Management Incentive Plan for 2025 Exhibit 10(f)(47) Management Incentive Plan for 2025 (2025 MIP) Under the 2025 MIP, executive officers of the Company are eligible to receive performance-related annual cash payments. |
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| February 24, 2025 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading wi |
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| February 24, 2025 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) CFO CERTIFICATIONS I, Mirlanda Gecaj, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading |
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| February 24, 2025 |
Performance Elements for 2025 Executive Long-Term Incentive Program Exhibit 10(f)(45) 2025 Executive Long-Term Incentive Program (2025 ELTIP) Under the 2025 ELTIP, Named Executive Officers (NEOs) of the Company are eligible to receive shares of common stock of the Company based on (i) satisfying certain performance measures established by the Compensation and Human Capital Committee of the Board of Directors (performance share units, “PSUs”) for 50% of the award and (ii) continued service only (restricted stock units) for 50% of the award. |
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| February 24, 2025 |
RSU XSIP 2 Year (0325) EXHIBIT 10(f)(52) XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) CFO CERTIFICATIONS I, Mirlanda Gecaj, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with resp |
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| February 24, 2025 |
EXHIBIT 32(a) CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-K of Xerox Holdings Corporation, a New York corporation (the “Company”), for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chief Execu |
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| February 24, 2025 |
RSU XSIP 3 Year (0325) EXHIBIT 10(f)(54) XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
RSU ELTIP 2 Year (0325) EXHIBIT 10(f)(57) ELTIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
Consent of PricewaterhouseCoopers LLP re Xerox Corporation. EXHIBIT 23(b) Xerox Corporation CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| February 24, 2025 |
Management Incentive Plan for 2024 Performance Exhibit 10(f)(46) Management Incentive Plan for 2024 (2024 MIP) Under the 2024 MIP, executive officers of the Company are eligible to receive performance-related annual cash payments. |
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| February 24, 2025 |
PSU ELTIP 3 Year (0325) EXHIBIT 10(f)(48) ELTIP PERFORMANCE SHARE UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
Code of Business Conduct Xerox Code of Business Conduct Code of Business Conduct | https://www. |
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| February 24, 2025 |
EXHIBIT 21 Subsidiaries of Xerox Holdings Corporation The following companies listed below under the Xerox Holdings Corporation name are subsidiaries of Xerox Holdings Corporation as of December 31, 2024. |
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| February 24, 2025 |
RSU ELTIP 3 Year CEO COO (0325) EXHIBIT 10(f)(51) ELTIP RESTRICTRED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
PSU ELTIP 3 Year CEO COO (2025) EXHIBIT 10(f)(56) ELTIP PERFORMANCE SHARE UNIT AWARD AGREEMENT FOR CEO AND COO PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 24, 2025 |
RSU XSIP 3 Year Cash Settled (0325) EXHIBIT 10(f)(55) XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION 2024 EQUITY AND PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 5, 2025 |
EXHIBIT 99.3 XEROX HOLDINGS CORPORATION UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTION (in millions, except where otherwise noted) On October 15, 2024, Xerox Corporation (Xerox) entered into a Securities Purchase Agreement (the Purchase Agreement) with ITsavvy Holdings, LLC (the Seller) and ITsavvy Acquisition Company (ITsavvy). The transaction contemplated by the Purcha |
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| February 5, 2025 |
ITsavvy Acquisition Company, Inc. Condensed Consolidated Financial Report (Reviewed) September 30, 2024 Contents Financial statements Condensed consolidated balance sheets 1-2 Condensed consolidated statements of income 3 Condensed consolidated statements of stockholders’ equity 4 Condensed consolidated statements of cash flows 5 Notes to condensed consolidated financial statements 6-9 1 September |
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| February 5, 2025 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No.1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 20, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 |
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| February 5, 2025 |
ITsavvy Acquisition Company, Inc. and Subsidiaries Consolidated Financial Report December 31, 2023 Contents Independent auditor’s report 1-2 Financial statements Consolidated balance sheet 3-4 Consolidated statement of income 5 Consolidated statement of stockholder’s equity 6 Consolidated statement of cash flows 7-8 Notes to the consolidated financial statements 9-22 1 Independent Auditor’s Report |
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| January 28, 2025 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases Fourth-Quarter and Full-Year Results Company advances Reinvention; guides to growth in revenue and profits for 2025 Financial Summary Q4 2024 •Revenue of $1.61 billion, down 8.6 percent, or 8.0 percent in constant currency. •GAAP net (loss) of $(21) million, or $(0.20) per share, an improvement of $37 million or $0.30 per share, year |
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| January 28, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 28, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| January 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 17, 2025 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| December 23, 2024 |
EX-99.1 Exhibit 99.1 Xerox to Acquire Lexmark Transaction between printing industry icons is expected to close in second half of 2025 NORWALK, Conn., and LEXINGTON, Ky., Dec. 23, 2024 – Xerox Holdings Corporation (NASDAQ: XRX) today announced it has agreed to acquire Lexmark International, Inc., from Ninestar Corporation, PAG Asia Capital, and Shanghai Shouda Investment Centre in a deal valued at |
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| December 23, 2024 |
EX-10.4 Exhibit 10.4 JEFFERIES FINANCE LLC 520 Madison Avenue New York, New York 10022 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 CONFIDENTIAL December 22, 2024 COMMITMENT LETTER Xerox Corporation 201 Merritt 7 Norwalk, CT 06851 Attention: Stuart Kirk Re: Xerox – Debt Financing Ladies and Gentlemen: Reference is hereby made to that certain First Lien Term Loan Credit Agreement, date |
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| December 23, 2024 |
Exhibit 10.3 DCS Finance, LLC Christy 2017, LP 3953 Maple Ave. Suite 150 2363 Regan Street Dallas, TX 75219 Dallas, TX 75219 CONFIDENTIAL December 22, 2024 COMMITMENT LETTER Xerox Holdings Corporation 201 Merritt 7 Norwalk, CT 06851 Attention: Stuart Kirk Re: Xerox – HoldCo Notes Ladies and Gentlemen: You have advised DCS Finance, LLC (“Deason”) and Christy 2017, LP (“Thompson” and, together with |
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| December 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 22, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (Stat |
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| December 23, 2024 |
Exhibit 2.1 Execution Copy EQUITY PURCHASE AGREEMENT by and among XEROX CORPORATION, LEXMARK INTERNATIONAL II, LLC, AND NINESTAR GROUP COMPANY LIMITED DATED AS OF DECEMBER 22, 2024 Table of Contents Page ARTICLE I DEFINITIONS; INTERPRETATION 1 SECTION 1.1. DEFINITIONS GENERALLY 1 SECTION 1.2. INTERPRETATION GENERALLY 2 ARTICLE II EQUITY PURCHASE 3 SECTION 2.1. EQUITY PURCHASE 3 SECTION 2.2. CLOS |
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| December 23, 2024 |
Exhibit 10.1 Execution Copy DATED 22 DECEMBER, 2024 (1) DONGYING WANG (2) ZHUHAI SEINE TECHNOLOGY CO., LTD. AND (3) XEROX CORPORATION IRREVOCABLE UNDERTAKING THIS IRREVOCABLE UNDERTAKING (this “Undertaking”) is made on 22 December 2024 BY: (1) Dongying Wang, a natural person and whose domicile is at No. 288 Renmin West Road, Renmin West Road, Xiangzhou District, Zhuhai City, Guangdong Province, P. |
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| December 23, 2024 |
Exhibit 10.2 MORGAN STANLEY SENIOR FUNDING, INC. 1585 Broadway New York, New York 10036 MUFG BANK, LTD. 1221 Avenue of the Americas New York, New York 10020 REGIONS BANK 615 South College Street, Suite 600 Charlotte, North Carolina 28202 TRUIST BANK 3333 Peachtree Road NE Atlanta, GA 30326 CITIGROUP GLOBAL MARKETS INC. 388 Greenwich Street New York, New York 10013 CONFIDENTIAL December 22, 2024 CO |
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| November 21, 2024 |
Exhibit 4.1 Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and exhibits have been omitted from this Exhibit 4.1 and will be furnished to the Securities and Exchange Commission supplementally upon request. THE ISSUER WILL PROMPTLY MAKE AVAILABLE ON REQUEST TO THE HOLDER OF THIS NOTE THE FOLLOWING INFORMATION: (1) ISSUE PRICE OF THIS NOTE, (2) AMOUNT OF ORIGINAL ISSUE DISCOUNT ON TH |
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| November 21, 2024 |
Exhibit 4.2 Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and exhibits have been omitted from this Exhibit 4.2 and will be furnished to the Securities and Exchange Commission supplementally upon request. THE ISSUER WILL PROMPTLY MAKE AVAILABLE ON REQUEST TO THE HOLDER OF THIS NOTE THE FOLLOWING INFORMATION: (1) ISSUE PRICE OF THIS NOTE, (2) AMOUNT OF ORIGINAL ISSUE DISCOUNT ON TH |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 20, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (Stat |
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| November 4, 2024 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| November 4, 2024 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| November 4, 2024 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| November 4, 2024 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended September 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak |
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| November 4, 2024 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| November 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORAT |
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| November 4, 2024 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Xerox Holdings Corp (Name of Issuer) Common Stock (Title of Class of Securities) 98421M106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 29, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| October 29, 2024 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases Third-Quarter Results Reinvention drives increased profitability despite a challenging quarter for equipment sales; pending acquisition of ITsavvy to improve revenue mix from higher growth businesses Financial Summary Q3 2024 •Revenue of $1.53 billion, down 7.5 percent, or 7.3 percent in constant currency. •GAAP net (loss) of $(1.2) |
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| October 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 15, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| October 17, 2024 |
EX-10.1 Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and exhibits have been omitted from this Exhibit 10.1 and will be furnished to the Securities and Exchange Commission supplementally upon request. Exhibit 10.1 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT among XEROX CORPORATION, ITSAVVY HOLDINGS, LLC, and ITSAVVY ACQUISITION COMPANY, INC., dated as of OCTOBER 15, 2024 TABL |
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| September 18, 2024 |
Exhibit 99.1 Sep 17, 2024 Xerox Announces CFO Xavier Heiss to Retire in 2025 Xerox today announced that after over 30 years with the company, Xavier Heiss has decided to retire, effective Feb. 1, 2025. Heiss has served as Chief Financial Officer since 2021. “Xavier has been a driving force behind many of the transformative initiatives that have reshaped our company, leading us through critical pha |
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| September 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 16, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (Sta |
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| August 1, 2024 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| August 1, 2024 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| August 1, 2024 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORATION ( |
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| August 1, 2024 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| August 1, 2024 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| August 1, 2024 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended June 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chi |
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| July 25, 2024 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases Second-Quarter Results Reinvention drives sequential operating and financial improvements in Q2; Company revises full-year outlook, reiterates three-year adjusted operating income improvement target Financial Summary Q2 2024 •Revenue of $1.58 billion, down 10 percent, or 9.6 percent in constant currency. •GAAP net income of $18 milli |
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| July 25, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 25, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or |
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| June 28, 2024 |
As filed with the Securities and Exchange Commission on June 28, 2024 As filed with the Securities and Exchange Commission on June 28, 2024 Registration No. |
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| June 28, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) XEROX HOLDINGS CORPORATIOTON (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities. |
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| June 28, 2024 |
Exhibit 99.1 The Xerox Holdings Corporation 2024 Equity and Performance Incentive Plan The Xerox Holdings Corporation 2024 Equity and Performance Incentive Plan (the “Plan”) was adopted by Xerox Holdings Corporation (the “Company”) effective as of May 22, 2024. 1. Purpose The purpose of the Plan as set forth herein or in any amendments hereto is to advance the interests of the Company and to incre |
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| June 12, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 10, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or |
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| June 12, 2024 |
Exhibit 10.1 Execution Version AMENDMENT NO. 2 TO CREDIT AGREEMENT THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is entered into as of June 10, 2024 by and among XEROX CORPORATION, a New York corporation (the “Company” and the “Borrower”), XEROX HOLDINGS CORPORATION, a New York corporation (“Holdings”), the other Loan Parties party hereto, each 2024 Incremental Revolving Lender (as d |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) P. O. Box 4505 201 Merri |
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| May 31, 2024 |
Exhibit 1.01 Conflict Minerals Report Xerox Holdings Corporation Xerox Corporation For the Year Ended December 31, 2023 This report for the year ended December 31, 2023 is made by Xerox Holdings Corporation and its subsidiaries, including Xerox Corporation, (collectively, Xerox) in compliance with Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule). The Rule was adopted by the Securiti |
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| May 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 22, 2024 XEROX HOLDINGS CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 (State or other jurisdiction of incorporation) (Commission |
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| May 1, 2024 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| May 1, 2024 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORATION |
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| May 1, 2024 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended March 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Ch |
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| May 1, 2024 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| May 1, 2024 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| May 1, 2024 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ |
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| April 23, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 23, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| April 23, 2024 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases First-Quarter Results Implemented comprehensive changes to operating model; on track to meet Reinvention targets despite a challenging first quarter Financial Summary Q1 2024 •Revenue of $1.50 billion, down 12.4 percent, or 13.2 percent in constant currency. •GAAP net loss of $(113) million, or $(0.94) per share, a decrease of $184 m |
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| April 11, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| March 25, 2024 |
Exhibit 4.1 XEROX HOLDINGS CORPORATION, as issuer and the Guarantors from time to time parties hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE DATED AS OF MARCH 20, 2024 8.875% Senior Notes due 2029 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 101. Definitions 1 Section 102. Other Definitions 40 Section 103. Rules |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 20, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| March 15, 2024 |
Officer Severance Program, as amended and restated effective March 11, 2024. Exhibit 10.1 XEROX CORPORATION OFFICER SEVERANCE PROGRAM As Amended and Restated Effective March 11, 2024 Xerox Corporation established the Officer Severance Program (the “Program”) effective July 18, 2018. The Program is amended and restated, as set forth herein, effective March 11, 2024. The Program is a severance pay plan within the meaning of Labor Regulations section 2510.3-2 that is an emplo |
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| March 12, 2024 |
Exhibit 4.1 EXECUTION VERSION XEROX HOLDINGS CORPORATION, the GUARANTORS from time to time parties hereto, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 11, 2024 3.75% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page ARTICLE 1 Definitions Section 1.01. Definitions 1 Section 1.02. References to Interest 16 ARTICLE 2 Issue, Description, Execution, |
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| March 12, 2024 |
Form of Capped Call Confirmation. Exhibit 10.1 [Dealer’s name] [Dealer’s address] [], 2024 To: Xerox Holdings Corporation Corporate Headquarters 201 Merritt 7 Norwalk, CT 06851 Re: [Base][Additional] Call Option Transaction The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [DEALER] (“Dealer”) and Xerox Holdings Corporation (“Counter |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 11, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| February 23, 2024 |
Management Incentive Plan for 2023 Performance Exhibit 10(f)(36) Management Incentive Plan for 2023 (2023 MIP) Under the 2023 MIP, executive officers of the Company are eligible to receive performance related annual cash payments. |
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| February 23, 2024 |
XSIP PSU Cash-Settled Exhibit 10(f)(41) XSIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misl |
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| February 23, 2024 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respec |
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| February 23, 2024 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading wi |
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| February 23, 2024 |
Form of 2024 E-LTIP Performance Stock Unit Award Agreement Exhibit 10(f)(43) ELTIP PSU ELTIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading wi |
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| February 23, 2024 |
EXHIBIT 21 Subsidiaries of Xerox Holdings Corporation The following companies listed below under the Xerox Holdings Corporation name are subsidiaries of Xerox Holdings Corporation as of December 31, 2023. |
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| February 23, 2024 |
EXHIBIT 97 Compensation Recoupment Policy of Xerox Holdings Corporation ARTICLE A. |
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| February 23, 2024 |
Management Incentive Plan for 2024 Exhibit 10(f)(37) Management Incentive Plan for 2024 (2024 MIP) Under the 2024 MIP, executive officers of the Company are eligible to receive performance related annual cash payments. |
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| February 23, 2024 |
Company Insider Trading Policy EXHIBIT 19 SCOPE This policy applies to directors, officers, employees, and, if specifically designated by the General Counsel (as defined below), consultants of Xerox Holdings Corporation and its subsidiaries (the “Company” or “Xerox”) who receive or are aware of Material, Non-Public Information (as defined below) regarding (1) Xerox and (2) any other company with publicly traded securities, including Xerox’s customers, joint-venture or strategic partners, vendors, and suppliers (collectively, “Business Partners”), obtained in the course of employment by or in association with Xerox. |
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| February 23, 2024 |
XSIP PSU Stock Settled Exhibit 10(f)(42) XSIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
Exhibit 10(f)(40) ELTIP PSU ELTIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
Consent of PricewaterhouseCoopers LLP re Xerox Holdings Corporation. EXHIBIT 23(a) Xerox Holdings Corporation CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| February 23, 2024 |
EXHIBIT 32(a) CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-K of Xerox Holdings Corporation, a New York corporation (the “Company”), for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chief Execu |
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| February 23, 2024 |
EXHIBIT 32(b) CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-K of Xerox Corporation, a New York corporation (the “Company”), for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandroczak, Chief Executive Offic |
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| February 23, 2024 |
Performance Elements for 2024 Executive Long-Term Incentive Program Exhibit 10(f)(35) 2024 Executive Long-Term Incentive Program (2024 E-LTIP) Under the 2024 E-LTIP, executive officers of the Company are eligible to receive shares of common stock of the Company based on (i) satisfying certain performance measures established by the Compensation Committee of the Board of Directors (performance share units, “PSUs”) for 50% of the award and (ii) continued service only (restricted stock units) for 50% of the award. |
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| February 23, 2024 |
Consent of PricewaterhouseCoopers LLP re Xerox Corporation. EXHIBIT 23(b) Xerox Corporation CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| February 23, 2024 |
Code of Business Conduct Xerox Code of Business Conduct C O N N E C T I N G W I T H O U R C O R E VA L U E S Exhib i t 14 2 Code of Business Conduct | https://www. |
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| February 23, 2024 |
XSIP PSU Stock Settled Exhibit 10(f)(39) XSIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
Second Amended and Restated By-Laws of Xerox Corporation dated February 5, 2024. EXHIBIT 3(b)(1) SECOND AMENDED AND RESTATED BY-LAWS OF XEROX CORPORATION February 14, 2024 ARTICLE I OFFICES Section 1. |
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| February 23, 2024 |
XSIP PSU Cash-Settled Exhibit 10(f)(38) XSIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
Exhibit 10(f)(44) XSIP RSU Stock-Settled 3-Year XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: XEROX HOLDINGS CORPORATION XEROX CORPORATION (Ex |
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| February 13, 2024 |
XRX / Xerox Holdings Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Xerox Holdings Corp Title of Class of Securities: Common Stock CUSIP Number: 98421M106 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ |
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| February 9, 2024 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Xerox Holdings Corp (Name of Issuer) Common Stock (Title of Class of Securities) 98421M106 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| January 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 25, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| January 25, 2024 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases Fourth-Quarter and Full-Year Results Achieved adjusted operating margin and free cash flow guidance in 2023; Guiding to another year of meaningful growth in adjusted operating income Financial Summary Q4 2023 •Revenue of $1.77 billion, down 9.1 percent year-over-year or down 10.6 percent in constant currency. •GAAP net loss of $(58) |
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| January 12, 2024 |
Exhibit 10.1 Officer Name: Joanne Collins Smee Officer Title: Executive Vice President and President, Americas Employee No.: 50523533 Separation Date: December 31, 2023 General Release, Non-Competition and Non-Solicitation Agreement Date provided to Officer: December 21, 2023 In consideration of the severance payment and other benefits provided hereunder as set forth in Exhibit A (collectively, th |
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| January 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2024 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| January 5, 2024 |
Exhibit 10.1 TERMINATION OF CONSULTING SERVICES WHEREAS, on April 18, 2023, Xerox Corporation and Xerox Holdings Corporation (collectively, the “Company”) and Louis J. Pastor (“Pastor”) executed a Separation and Consulting Services Agreement (“Agreement”) pursuant to which Pastor would perform consulting services for the Company from May 1, 2023 to April 30, 2024; and WHEREAS, the Company has offe |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (Stat |
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| January 5, 2024 |
Xerox Reinvention and Operating Model Evolution Exhibit 99.1 Jan 03, 2024 Xerox Reinvention and Operating Model Evolution Xerox Holdings Corporation (NASDAQ: XRX) today announced a new operating model and organizational structure to further the company’s Reinvention. “The evolution of Xerox’s Reinvention aligns our resources in three key areas-improvement and stabilization of our core print business, increased productivity and efficiency throug |
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| January 5, 2024 |
Offer Letter, dated December 29, 2023, by and between Xerox Corporation and Louie Pastor Exhibit 10.2 Steven J. Bandrowczak Chief Executive Officer Xerox Corporation 201 Merritt 7 Norwalk, CT 06851 December 29, 2023 [email protected] tel 203.849.5545 Louis Pastor 141 Milbank Avenue Greenwich, CT 06830 On behalf of Xerox Corporation, I am pleased to offer you the position of Executive Vice President, Chief Transformation & Administrative Officer. This role will report to me |
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| January 5, 2024 |
Exhibit 10.3 XEROX HOLDINGS CORPORATION Severance Letter Agreement Providing Certain Benefits Upon Termination of Employment Following a Change In Control , 202 [Full Name] Dear [First Name]: Xerox Holdings Corporation considers it in the best interests of its shareholders to foster the continuous employment of key management personnel. The Board recognizes that, as with many publicly held corpora |
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| November 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 17, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (Stat |
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| November 20, 2023 |
Exhibit 10.1 EXECUTION VERSION $550,000,000 FIRST LIEN TERM LOAN CREDIT AGREEMENT, dated as of November 17, 2023 among XEROX CORPORATION, as the Borrower, XEROX HOLDINGS CORPORATION, as Holdings, THE OTHER GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, and JEFFERIES FINANCE LLC, as Administrative Agent and Collateral Agent, JEFFERIES FINANCE LLC, CITIBANK, N.A., CREDIT AGRICOLE CORPORATE AND I |
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| October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORAT |
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| October 30, 2023 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| October 30, 2023 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| October 30, 2023 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| October 30, 2023 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| October 30, 2023 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| October 30, 2023 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended September 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak |
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| October 24, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 24, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State |
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| October 24, 2023 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Delivers Growth in Profitability and Cash Flow; Announces Reinvention to Drive Sustainable Profit Improvement and Revenue Growth Financial Summary Q3 2023 •Revenue of $1.65 billion, down 5.7 percent, or 7.4 percent in constant currency. •GAAP net income of $49 million, or $0.28 per share, up $432 million or $2.76 per share, year-over-year, re |
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| October 10, 2023 |
XRX / Xerox Holdings Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0009-xeroxholdingscorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Xerox Holdings Corp. Title of Class of Securities: Common Stock CUSIP Number: 98421M106 Date of Event Which Requires Filing of this Statement: September 29, 2023 Check the appropriate box to desig |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 28, 2023 Xerox Holdings Corporation Xerox Corporation (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 00104471 16-0468020 (Stat |
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| October 2, 2023 |
XRX / Xerox Holdings Corp / DEASON DARWIN - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. |
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| October 2, 2023 |
Exhibit 10.1 EXECUTION VERSION BRIDGE CREDIT AGREEMENT Dated as of September 28, 2023 By and among XEROX HOLDINGS CORPORATION, as Holdings, XEROX CORPORATION, as the Borrower, The several Guarantors from time to time parties hereto, The several Lenders from time to time parties hereto, and JEFFERIES FINANCE LLC, as the Administrative Agent, the Collateral Agent and a Lender, and JEFFERIES FINANCE |
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| September 29, 2023 |
XRX / Xerox Holdings Corp / ICAHN CARL C - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 32)* Xerox Holdings Corporation (Name of Issuer) Common Stock, $1 par value (Title of Class of Securities) 98421M 106 (CUSIP Number) Jesse Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, Suite PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name |
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| September 28, 2023 |
Xerox Announces $542 Million Repurchase of Shares from Carl C. Icahn and Affiliates Exhibit 99.1 Confidential Press Release Xerox Announces $542 Million Repurchase of Shares from Carl C. Icahn and Affiliates NORWALK, Conn., September 28, 2023 – Xerox Holdings Corporation (Nasdaq: XRX) (the “Company”), announced that earlier today it entered into a share purchase agreement (the “Purchase Agreement”) to repurchase all of the shares of the Company’s common stock beneficially owned b |
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| September 28, 2023 |
Purchase Agreement dated September 28, 2023 by and between the Company and the Icahn Parties. Exhibit 10.1 Execution Copy PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 28, 2023 by and among Xerox Holdings Corporation, a New York corporation (the “Company”), on the one hand, and Mr. Carl C. Icahn, an individual, and certain affiliated entities of Mr. Icahn that are signatories hereto and listed on Schedule A hereto (each such signator |
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| September 28, 2023 |
Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 28, 2023 Xerox Xerox Holdings Corporation Xerox Corporation (Exact name of registrant as specified in its charter) New York New York 001-39013 001-04471 83-3933743 16-046802 |
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| August 3, 2023 |
EX-4.3 Exhibit 4.3 Xerox Holdings Corporation Performance Incentive Plan as Amended as of May 25, 2023 The Xerox Holdings Corporation Performance Incentive Plan (the “Plan”) was adopted by Xerox Holdings Corporation (the “Company”) and approved by shareholders effective as of May 21, 2020. The Plan was amended through October 21, 2021, to update references to the stock exchange on which the Compan |
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| August 3, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables S-8 ………….. (Form Type) Xerox Holdings Corporation ……………………………………………………..… (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registr |
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| August 3, 2023 |
As filed with the Securities and Exchange Commission on August 2, 2023 S-8 As filed with the Securities and Exchange Commission on August 2, 2023 Registration No. |
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| August 2, 2023 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| August 2, 2023 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORATION ( |
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| August 2, 2023 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| August 2, 2023 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| August 2, 2023 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| August 2, 2023 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chi |
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| July 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 25, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or |
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| July 25, 2023 |
EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases Second-Quarter Results, Raises 2023 Guidance Resilient demand and balanced execution drive growth in revenue and profits Financial Summary Q2 2023 •Revenue of $1.75 billion, up 0.4 percent, or 0.5 percent in constant currency. •GAAP (loss) earnings per share (EPS) of $(0.41), down $0.36 year-over-year. •Adjusted EPS of $0.44, up $0.3 |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 XEROX HOLDINGS CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 (State or other jurisdiction of incorporation) (Commission |
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| May 31, 2023 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) P. O. Box 4505 201 Me |
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| May 31, 2023 |
EX-1.01 Exhibit 1.01 Conflict Minerals Report Xerox Holdings Corporation Xerox Corporation For the Year Ended December 31, 2022 This report for the year ended December 31, 2022 is made by Xerox Holdings Corporation and its subsidiaries, including Xerox Corporation, (collectively, Xerox) in compliance with Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule). The Rule was adopted by the |
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| May 23, 2023 |
EX-10.1 Exhibit 10.1 Execution Version $300,000,000 CREDIT AGREEMENT, dated as of May 22, 2023, among XEROX CORPORATION, as the Company and a Borrower, XEROX HOLDINGS CORPORATION, as Holdings, THE SUBSIDIARIES OF THE COMPANY SET FORTH ON SCHEDULE 1.01A, as Guarantors, THE SUBSIDIARY BORROWERS FROM TIME TO TIME PARTY HERETO, as Borrowers, THE LENDERS AND ISSUING BANKS PARTY HERETO, and CITIBANK, N. |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 17, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State or |
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| May 1, 2023 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) Xerox Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| May 1, 2023 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) Xerox Holdings Corporation CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to XEROX HOLDINGS CORPORATION XEROX CORPORATION |
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| May 1, 2023 |
EXHIBIT 32(b) Xerox Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-Q of Xerox Corporation, a New York corporation (the “Company”), for the quarter ended March 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Ch |
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| May 1, 2023 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) Xerox Holdings Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| May 1, 2023 |
EXHIBIT 32(a) Xerox Holdings Corporation CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U. |
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| May 1, 2023 |
Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(2) Xerox Corporation CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1. |
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| April 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 25, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact Name of Registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| April 25, 2023 |
EX-99.1 2 ex991xrx331238-ker.htm EX-99.1 EXHIBIT 99.1 News from Xerox Holdings Corporation Xerox Releases First-Quarter Results Balanced execution drives growth in revenue and profitability Financial Summary Q1 2023 •Revenue of $1.72 billion, up 2.8 percent year-over-year or up 5.5 percent in constant currency. •GAAP earnings per share (EPS) of $0.43, up $0.81 year-over-year. •Adjusted EPS of $0.4 |
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| April 21, 2023 |
EX-10.1 Exhibit 10.1 SEPARATION AND CONSULTING SERVICES AGREEMENT THIS SEPARATION AND CONSULTING SERVICES AGREEMENT (this “Agreement”), is entered on April 18, 2023 (the “Effective Date”) by and among Xerox Corporation and Xerox Holdings Corporation (collectively, the “Company”) and Louis J. Pastor (“Pastor”). As used herein, the Company and Pastor are each referred to as a “Party” and collectivel |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| April 10, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 XEROX HOLDINGS CORPORATION XEROX CORPORATION (Exact name of registrant as specified in its charter) New York 001-39013 83-3933743 New York 001-04471 16-0468020 (State o |
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| February 23, 2023 |
Consent of PricewaterhouseCoopers LLP re Xerox Corporation. EXHIBIT 23(b) Xerox Corporation CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| February 23, 2023 |
XSIP PSU Stock Settled Exhibit 10(f)(31) XSIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
EXHIBIT 21 Subsidiaries of Xerox Holdings Corporation The following companies listed below under the Xerox Holdings Corporation name are subsidiaries of Xerox Holdings Corporation as of December 31, 2022. |
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| February 23, 2023 |
Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(2) CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading wi |
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| February 23, 2023 |
Consent of PricewaterhouseCoopers LLP re Xerox Holdings Corporation. EXHIBIT 23(a) Xerox Holdings Corporation CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| February 23, 2023 |
Exhibit 10(f)(26) ELTIP RSU 3-Year ELTIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
Exhibit 10(f)(24) XSIP; RSU Cash-Settled 2-Year AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: XEROX HOLDINGS CORPORATION XEROX CORPORATION (Ex |
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| February 23, 2023 |
Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(b)(1) CFO CERTIFICATIONS I, Xavier Heiss, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading wi |
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| February 23, 2023 |
EXHIBIT 32(a) CERTIFICATION OF CEO AND CFO PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO § 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Form 10-K of Xerox Holdings Corporation, a New York corporation (the “Company”), for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Steven J. Bandrowczak, Chief Execu |
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| February 23, 2023 |
XSIP PSU Cash-Settled Exhibit 10(f)(25) XSIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
Exhibit 10(f)(23) XSIP RSU Cash-Settled; 3-Year XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
Management Incentive Plan for 2022 Performance Report Exhibit 10(f)(33) Management Incentive Plan for 2022 (2022 MIP) Under the 2022 MIP, executive officers of the Company are eligible to receive performance related annual cash payments. |
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| February 23, 2023 |
Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). EXHIBIT 31(a)(1) CEO CERTIFICATIONS I, Steven J. Bandrowczak, certify that: 1.I have reviewed this Annual Report on Form 10-K of Xerox Holdings Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misl |
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| February 23, 2023 |
Management Incentive Plan for 2023 Exhibit 10(f)(32) Management Incentive Plan for 2023 (2023 MIP) Under the 2023 MIP, executive officers of the Company are eligible to receive performance related annual cash payments. |
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| February 23, 2023 |
Exhibit 10(f)(28) XSIP RSU Stock-Settled 3-Year XSIP RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
Exhibit 10(f)(27) ELTIP; 2-Year RSU AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
Exhibit 10(f)(30) ELTIP PSU ELTIP PERFORMANCE STOCK UNIT AWARD AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <>, (the “Grant Date”) in favor of <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
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| February 23, 2023 |
Performance Elements for 2023 Executive Long-Term Incentive Program Exhibit 10(f)(34) 2023 Executive Long-Term Incentive Program (2023 E-LTIP) Under the 2023 E-LTIP, executive officers of the Company are eligible to receive shares of common stock of the Company based on (i) satisfying certain performance measures established by the Compensation Committee of the Board of Directors (performance share units, “PSUs”) for 60% of the award and (ii) continued service only (restricted stock units) for 40% of the award. |
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| February 23, 2023 |
Exhibit 10(f)(29) XSIP; RSU 2-Year Stock-Settled AGREEMENT PURSUANT TO XEROX HOLDINGS CORPORATION PERFORMANCE INCENTIVE PLAN AGREEMENT, by Xerox Holdings Corporation, a New York corporation (the “Company”), dated <> (the “Grant Date”) in favor of <> <> (“Employee”), who is an employee of the Company or of a subsidiary or affiliate thereof (collectively, the “Employer”). |
