SCHEDULE: FMR LLC Reports 7.3% Stake in TopBuild Corp
Beneficial Ownership Report
FMR LLC and Abigail P. Johnson have reported a 7.3% beneficial ownership stake in TopBuild Corp's common stock as of June 30, 2025.
Summary
- FMR LLC and Abigail P. Johnson collectively beneficially own 2,081,232.44 shares of TopBuild Corp's common stock.
- This ownership represents 7.3% of the total outstanding common stock of TopBuild Corp.
- FMR LLC holds sole voting power over 2,076,732.00 shares and sole dispositive power over 2,081,232.44 shares.
- Abigail P. Johnson, as a Director, Chairman, and Chief Executive Officer of FMR LLC, is also deemed to beneficially own the same 2,081,232.44 shares.
- The shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of TopBuild Corp.
- Several FMR LLC subsidiaries, including Fidelity Management & Research Company LLC, are involved in the beneficial ownership, with Fidelity Management & Research Company LLC beneficially owning 5% or greater of the outstanding shares.
Sentiment
Score: 7
Explanation: The filing indicates a significant, passive institutional investment by a reputable firm, which is generally a positive signal of confidence in the company. However, it provides no new operational or financial performance data for TopBuild Corp itself.
Positives
- A significant institutional investor, FMR LLC, maintains a substantial stake in TopBuild Corp, indicating confidence in the company's long-term prospects.
- The filing explicitly states the shares are held in the ordinary course of business and not for control purposes, suggesting a passive and stable investment.
Risks
- The filing states that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer, which could be a risk if an activist investor were desired by some shareholders.
Future Outlook
This filing is a beneficial ownership report and does not contain forward-looking statements or guidance regarding TopBuild Corp's future performance or FMR LLC's investment strategy beyond the stated passive intent.
Management Comments
- The securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under Rule 14a-11.
Industry Context
This filing reflects a significant passive investment by a major asset manager in a company operating in the construction materials and insulation industry. Such investments by large institutional funds like FMR LLC are common and typically signal a long-term, strategic holding rather than an activist stance, aligning with general market trends of institutional portfolio diversification.
Comparison to Industry Standards
- The 7.3% stake is a substantial passive investment, typical for large institutional asset managers like FMR LLC in well-established companies.
- FMR LLC's investment approach, as stated, is consistent with standard practices for institutional investors filing Schedule 13G, which is used for passive ownership below 20% and without intent to control.
- Comparable institutional holdings in the construction materials sector often see major asset managers holding similar percentage stakes in companies like Owens Corning (OC), Masco Corporation (MAS), or Builders FirstSource (BLDR), reflecting confidence in the sector's long-term growth.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Reporting Entity Control Structure Disclosure | Disclosure that members of the Johnson family, including Abigail P. Johnson, are predominant owners (49% voting power) of FMR LLC's Series B voting common shares and have a shareholders' voting agreement, forming a controlling group with respect to FMR LLC. | N/A | Clarifies the internal control and governance structure of FMR LLC, the beneficial owner, which is relevant for understanding the ultimate decision-making authority behind the reported stake in TopBuild Corp. |
Stakeholder Impact
- Shareholders: The disclosure of a significant institutional stake by FMR LLC may instill confidence among existing shareholders and attract new investors, as it signals institutional validation of TopBuild Corp.
- Management: Management may view this as a vote of confidence from a major institutional investor, potentially reinforcing current strategic directions.
Next Steps
- TopBuild Corp will continue its operations in the construction materials and insulation sector.
- FMR LLC will continue to hold its investment in TopBuild Corp in the ordinary course of business.
Key Dates
| Date | Description |
|---|---|
| 2023-05-23 | Effective date of Power of Attorney for Richard Bourgelas, authorizing him to sign on behalf of FMR LLC and Abigail P. Johnson. |
| 2023-08-08 | Date of previous Schedule 13G filing by FMR LLC (accession number -23-002397) where the Power of Attorney was incorporated by reference. |
| 2025-06-30 | Date of event which requires filing of this statement, representing the measurement date for beneficial ownership. |
| 2025-08-05 | Date of filing of this Schedule 13G Amendment No. 1. |
Recommendation
holdThis Schedule 13G filing primarily reports a passive beneficial ownership stake by FMR LLC in TopBuild Corp. It does not contain new financial performance data, strategic updates, or any indication of a change in the company's fundamentals that would warrant a 'buy' or 'sell' recommendation. The continued significant institutional holding by FMR LLC suggests a stable, long-term investment, supporting a 'hold' position for investors awaiting further operational or financial news from TopBuild Corp.
Keywords
TopBuild Corp, FMR LLC, Abigail P. Johnson, Beneficial Ownership, Common Stock, Institutional Investor, SEC Filing, Schedule 13G, Construction Materials, Insulation
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