Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.


Xerox Holdings Corporation and Xerox Corporation (collectively, "registrant" or
"Xerox") announced today that their respective Boards have appointed Xavier
Heiss to serve as registrant's Executive Vice President and Chief Financial
Officer, effective January 1, 2021. Mr. Heiss has been serving as interim Chief
Financial Officer since September 30, 2020 following the resignation of previous
Chief Financial Officer, William F. Osbourn, Jr., as was reported in the Form
8-K
Report filed by registrant on September 11, 2020.
Mr. Heiss, 57, has been employed by Xerox for 32 years and has served in various
leadership positions in finance, business transformation and sales. Prior to
being promoted to Executive Vice President and President of EMEA Operations
earlier in 2020, Mr. Heiss served as Xerox Controller and Chief Financial
Officer of Xerox's Americas Operations. Prior to that, he served as Vice
President of Xerox Financial Planning and Analysis and Global Finance Shared
Services.
In connection with Mr. Heiss being named Chief Financial Officer, registrant has
taken the following actions regarding his compensation, effective January 1,
2021: increased his annual cash base salary by $50,000; increased his annual
cash target bonus amount by $50,000; and increased his annual long-term
incentive (equity) target award amount by $900,000. Mr. Heiss' total target 2021
compensation, reflecting these changes, will be: annual cash base salary of
$500,000; annual cash target bonus of $500,000; and annual long-term incentive
(equity) target award of $2,000,000.
A copy of registrant's news release announcing Mr. Heiss' appointment is being
filed as Exhibit 99.1 to this Current Report on
Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit
  No.       Description of Exhibit

99.1          Xerox press release regarding appointment of Xavier Heiss as Chief
            Financial Officer.

104         Cover Page Interactive File (the cover page tags are embedded within
            the Inline XBRL document).



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