Xerox XRX

Xerox Holdings Corp reports Q3 2026 earnings

Item 2.02 Reports results

Form
8-K
Filed
Importance
Major
  1. Non-GAAP financial measures included
  2. Reconciliation of non-GAAP to GAAP provided

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The reading, claim by claim

  1. Under Item 2.02, Xerox Holdings Corporation and Xerox Corporation said they issued a press release announcing their combined third quarter 2026 earnings, furnished as Exhibit 99.1.
  2. The Item 2.02 information is furnished and not deemed 'filed' under the Exchange Act.
  3. The press release reports third-quarter 2026 revenue of $1.87 billion, down 4.7 percent, and a GAAP net (loss) of $(1,015) million, or $(7.73) per share.
  4. Adjusted net income was $7 million, or $0.02 per share.
  5. Adjusted operating income was $124 million, with an adjusted operating margin of 6.6 percent.
  6. A footnote says third quarter 2026 includes an after-tax non-cash goodwill impairment charge of $955 million ($959 million pre-tax), or $6.87 per diluted share.
  7. Operating cash flow was $30 million, and free cash flow was $7 million.
  8. The release gives updated 2026 guidance: revenue of approximately $7.6 billion, adjusted operating income of $450-475 million, and free cash flow of $50-100 million.
  9. The chief executive said the company is lowering its full-year adjusted operating income and free cash flow guidance and is suspending its common and preferred dividends.
  10. For context, in its 10-Q for the quarter ended September 30, 2026, Xerox Holdings Corp reported revenue of $1.9 billion, net income of -$1.0 billion and a revenue change of -4.7% from a year earlier.

10 of 10 claims matched the filing text.

From the filing

Item 2.02. Results of Operations and Financial Condition.

On October 29, 2026, Xerox Holdings Corporation and Xerox Corporation (together, the "Registrants") issued a press release announcing their combined third quarter 2026 earnings.1 1A copy of the press release is furnished herewith as Exhibit 99.11 and incorporated herein by reference.

Exhibit 99.1 to this current Report contains certain financial measures that are considered "non-GAAP financial measures" as defined in the SEC rules. Exhibit 99.1 to this current Report also contains the reconciliation of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles, as well as the reasons why Registrants' management believes that presentation of the non-GAAP financial measures provides useful information to investors regarding Registrants' results of operations and, to the extent material, a statement disclosing any other additional purposes for which Registrants' management uses the non-GAAP financial measures.

The information contained in Item 2.02 of this Current Report and in Exhibit 99.1 hereto is being furnished and shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 19342, as amended (the "Exchange Act"), nor shall it be deemed incorporated into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1

Registrants' third quarter 2026 earnings press release dated October 29, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signatures for each undersigned shall be deemed to relate only to matters having reference to such company and its subsidiaries.

XEROX HOLDINGS CORPORATION

(Registrant)

By: / S / William Twomey

William Twomey

Vice President and Chief Accounting Officer

(Principal Accounting Officer)

Date: October 29, 2026

XEROX CORPORATION

(Registrant)

By: / S / William Twomey

William Twomey

Vice President and Chief Accounting Officer

(Principal Accounting Officer)

Date: October 29, 2026

EXHIBIT INDEX

Exhibit No. Description

99.1

Registrants' third quarter 2026 earnings press release dated October 29, 2026

101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

104 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

News from Xerox Holdings Corporation

Xerox Releases Third-Quarter Results

Revenue Trajectory and Adjusted 1 Operating Income Improve; Higher Input Costs and Market Headwinds Weigh on Full-Year Outlook

Financial Summary

Q3 2026

• Revenue of $1.87 billion, down 4.7 percent, or down 4.5 percent in constant currency 1 .3

• GAAP net (loss) 2 of $(1,015) million, or $(7.73) per share3, down $255 million or $1.72 per share, year-over-year, respectively.

• Adjusted 1 net income of $7 million, or $0.02 per share, down $20 million or $0.18 per share, year-over-year, respectively.4

• Adjusted 1 operating income of $124 million, up $59 million year-over-year.5

• Adjusted 1 operating margin of 6.6 percent, up 330 basis points year-over-year.5

• Operating cash flow of $30 million, down $86 million year-over year.7

• Free cash flow 1 of $7 million, down $81 million year-over-year.7

NORWALK, Conn., Oct. 29, 2026 — Xerox Holdings Corporation (NASDAQ: XRX) today announced its 2026 third-quarter results.

"This quarter, Print equipment revenue grew and adjusted operating margin doubled as we continued to execute against our three priorities: stabilize revenue, increase profitability and reduce leverage," said Louie Pastor, chief executive officer at Xerox. "We are seeing results in the areas where we have focused our execution, but the headwinds affecting our outlook have intensified, creating greater near-term pressure than we expected. As a result, we are lowering our full-year adjusted operating income and free cash flow guidance.9 9We're responding with actions and cost measures to mitigate these pressures, improve profitability, and preserve cash, including the suspension of our common and preferred dividends9, while maintaining our focus on reducing debt."

Progress Against Strategic Priorities

Q3 2026

• Double-digit equipment revenue growth in both Entry and Production

• Announced three new Production devices at PRINTING United Expo, as well as a partnership with Xeikon to enter the Packaging and Labels market

• $8 million non-cash debt reduction through our warrant program, retiring 2030 convertible notes

• Announced Exchange of $174 million in 5.50% 2028 Senior Notes for: ◦ $121 million of 10.25% 2030 Senior Secured Notes

◦ $9 million in equity

Third-Quarter Key Financial Results (in millions, except per share data) Q3 2026 Q3 2025 B/(W)
YOY
Revenue $1,86810 $1,961 (4.7)% AC
(4.5)% CC1
Gross Profit$545$445$100
Gross Margin29.2%22.7%650 bps
RD&E%3.0%3.8%80 bps
SAG%20.0%24.3%430 bps
Pre-Tax (Loss)$(1,006)$(300)$(706)
Pre-Tax (Loss) Margin(53.9)%(15.3)%NM
Gross Profit - Adjusted1$551$566$(15)
Gross Margin - Adjusted129.5%28.9%60 bps
Operating Income - Adjusted1$124$65$59
Operating Income Margin - Adjusted16.6%3.3%330 bps
GAAP Diluted (Loss) per Share2$(7.73)$(6.01)$(1.72)
Diluted Earnings Per Share - Adjusted1$0.02$0.20$(0.18)

Third-Quarter Segment Results

(in millions) Q3 2026 Q3 2025 B/(W)

YOY

Revenue

Print and Other

$1,688 $1,739 (2.9)%

IT Solutions

187 226 (17.3)%

Intersegment Elimination 3

(7) (4) NM Total Revenue $1,868 $1,961 (4.7)%

Profit

Print and Other $136 $64 112.5%

IT Solutions

8 18 (55.6)%

Corporate Other 4

(20) (17) 17.6% Total Profit $124 $65 90.8%

_____________

1. Refer to the "Non-GAAP Financial Measures" section of this release for a discussion of these non-GAAP measures and their reconciliation to the reported GAAP measures.

2. Third quarter 2026 includes an after-tax non-cash goodwill impairment charge of $955 million ($959 million pre-tax), or $6.87 per diluted share.6 Third quarter 2025 includes an inventory-related purchase accounting adjustment, related to the acquisition of Lexmark, of $85 million ($102 million pre-tax), or $0.67 per diluted share, as well as a tax expense charge of $467 million, or $3.69 per diluted share, related to the establishment of a valuation allowance against certain deferred tax assets to reflect their realizability.

3. Reflects primarily IT hardware, software solutions and services, sold by the IT Solutions segment to the Print and Other segment.

4. Corporate Other reflects certain administrative and general expenses, which primarily relate to corporate functions, and are not allocated to either of our reportable segments.

Updated 2026 Guidance

• Revenue: Approximately $7.6 billion8

Non-GAAP Measures

This release refers to the following non-GAAP financial measures:

• Adjusted 1 EPS excludes Restructuring and related costs, net, Amortization of intangible assets, non-service retirement-related costs, Goodwill impairment charge, and other discrete adjustments from GAAP EPS, as applicable.

• Adjusted 1 operating income and margin, which exclud

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