Business Context and Reporting Period
This Form 8-K, dated January 20, 2026, is filed by Xerox Holdings Corporation and Xerox Corporation. The report discloses the completion of the acquisition of Lexmark International II, LLC ("Lexmark") on July 1, 2025, pursuant to an Equity Purchase Agreement dated December 22, 2024.
Key Financial Metrics
The filing does not contain specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. Instead, it serves as a vehicle to incorporate by reference the following unaudited financial exhibits:
- Lexmark Interim Financial Information: Condensed consolidated financial statements for the three and six months ended June 30, 2025, and 2024 (Exhibit 99.1).
- Pro Forma Financial Information: Condensed combined financial information for the year ended December 31, 2024, and the nine months ended September 30, 2025, reflecting the acquisition (Exhibit 99.2).
Material Changes
The primary material change reported is the successful closing of the Lexmark acquisition on July 1, 2025. This transaction alters the consolidated financial structure of Xerox, necessitating the pro forma financial information provided in the exhibits to illustrate the combined entity's financial position.
Guidance, Outlook, and Risks
The filing text does not provide specific management commentary, forward-looking guidance, or a detailed discussion of risks and contingencies beyond the standard disclosure of the acquisition. The purpose of the report is strictly to file the required financial statements to allow them to be incorporated by reference into a future registration statement under the Securities Act of 1933.
Investor Verification Checklist
- Review Exhibit 99.1 for Lexmark's standalone performance in the three and six months ended June 30, 2025.
- Analyze Exhibit 99.2 for the pro forma combined financial results for the year ended December 31, 2024, and the nine months ended September 30, 2025.
- Verify the terms of the Equity Purchase Agreement dated December 22, 2024, between Xerox, Ninestar Group Company Limited, and Lexmark.
- Confirm the integration status of Lexmark into Xerox's operations following the July 1, 2025, closing date.