SCHEDULE: Xerox Holdings: Deason Trust Discloses 11.29% Stake

Douglas R. Deason, as Co-Executor of the Darwin Deason Trust, has filed a Schedule 13D disclosing beneficial ownership of 15,283,672 shares of Xerox Holdings Corporation, representing 11.29% of the outstanding stock.

Summary

• Douglas R. Deason, acting as Co-Executor of the Darwin Deason Trust, has filed a Schedule 13D, reporting beneficial ownership of 15,283,672 shares of Xerox Holdings Corporation.
• This holding represents approximately 11.29% of the company's outstanding common stock.
• The shares were transferred to the Trust following the passing of Darwin Deason on December 2, 2025, and admitted to probate on February 2, 2026.
• The Trust holds these shares for investment purposes and for eventual distribution to beneficiaries.
• Mr. Deason, in his fiduciary capacity, will continuously evaluate Xerox's business, financial condition, and the market for its shares.
• The Trust may acquire additional shares or dispose of existing shares depending on market conditions and other factors.
• The filing also notes 7,641,828 warrants held by the Trust, which are currently "significantly underwater" and expire on February 11, 2028, if not exercised.
• If these warrants were included, the Trust's beneficial ownership would increase to 22,925,500 shares, or 16.03% of outstanding stock.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral; it's a procedural disclosure of inherited ownership and potential future actions, rather than an announcement of new strategic initiatives or performance results.

Positives

• Significant beneficial ownership of 11.29% by a trust managed by Douglas R. Deason, indicating a substantial interest in Xerox Holdings Corporation.
• The trust holds shares for investment purposes, suggesting a long-term perspective.
• The potential to acquire additional shares or dispose of existing ones provides flexibility for the trust.

Negatives

• The filing mentions 7,641,828 warrants that are "currently significantly underwater," indicating a potential loss on these instruments if not exercised before expiration.
• The Series A Preferred Stock, while convertible, has voting rights that are significantly diluted (one vote per ten shares convertible).

Risks

• The value of the warrants is currently diminished, posing a risk of expiration without exercise.
• Future market conditions and other factors could lead to the disposition of a significant portion of the trust's holdings, potentially impacting share price.
• The trust's intention to continuously evaluate the issuer's business and market could lead to active trading, introducing volatility.

Future Outlook

The Trust, through its Co-Executor Douglas R. Deason, will continuously evaluate Xerox's business, financial condition, and the market for its shares. Depending on market conditions and other factors, the Trust may acquire additional shares or dispose of some or all of its current holdings. The warrants are expected to expire on February 11, 2028, unless certain conditions are met for an earlier expiration.

Management Comments

• Mr. Deason, in his capacity as Co-Executor and fiduciary of the Trust, will continuously evaluate the Issuer's business, financial condition, and the market for the Shares.
• Depending on market conditions and other factors, the Trust may acquire additional Shares or dispose of some or all of the Shares in the open market, in privately negotiated transactions, or by distribution to the beneficiaries of the Trust.
• The Warrants are expected to expire and cease to be exercisable on February 11, 2028, unless certain conditions are met for an earlier expiration date.
• The filing of this Schedule 13D shall not be deemed an admission that the Reporting Person is, for purposes of Section 13(d) of the Act, the beneficial owner of any securities of the Issuer that he does not directly own.
• The Reporting Person specifically disclaims beneficial ownership of the securities reported herein that he does not directly own.

Industry Context

StockSavvy.ai notes that this Schedule 13D filing by a significant trust indicates a substantial shareholder's interest in Xerox Holdings Corporation. Such filings often precede or coincide with strategic reviews, potential activist campaigns, or significant trading activity, especially given the trust's stated intention to continuously evaluate the company's performance and market conditions.

Stakeholder Impact

• Shareholders: The potential for the Trust to acquire or dispose of shares could influence market supply and demand, potentially impacting share price.
• Beneficiaries of the Trust: Their ultimate benefit depends on the management and eventual distribution of the Trust's assets, including the Xerox shares and warrants.

Next Steps

• The Trust will continuously evaluate Xerox's business, financial condition, and the market for its shares.
• The Trust may acquire additional shares or dispose of some or all of its current holdings.
• The Trust may distribute assets to beneficiaries in accordance with the Will.

Key Dates

Keywords

Xerox Holdings, Schedule 13D, Douglas R. Deason, Darwin Deason Trust, Beneficial Ownership, Common Stock, Series A Preferred Stock, Warrants, SEC Filing, Investment