3//SEC Filing
LEGENCE PARENT LLC 3
Accession 0001193125-25-201574
CIK 0002052568other
Filed
Sep 10, 8:00 PM ET
Accepted
Sep 11, 9:25 PM ET
Size
24.8 KB
Accession
0001193125-25-201574
Insider Transaction Report
Form 3
LEGENCE PARENT LLC
10% Owner
Holdings
- 178,571(indirect: See Footnotes)
Class A Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying) - 46,680,762(indirect: See Footnotes)
Class B Common Stock
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
Legence Parent II LLC
10% Owner
Holdings
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying) - 178,571(indirect: See Footnotes)
Class A Common Stock
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
BX Refficiency Aggregator LP
10% Owner
Holdings
- 178,571(indirect: See Footnotes)
Class A Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying) - 28,844,369(indirect: See Footnotes)
Class A Common Stock
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
Refficiency Aggregator II LP
10% Owner
Holdings
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
- 178,571(indirect: See Footnotes)
Class A Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying) - 28,844,369(indirect: See Footnotes)
Class A Common Stock
BCP 8/BEP 3 Holdings Manager L.L.C.
10% Owner
Holdings
- 178,571(indirect: See Footnotes)
Class A Common Stock
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying)
Holdings
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying) - 178,571(indirect: See Footnotes)
Class A Common Stock
Holdings
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
- 178,571(indirect: See Footnotes)
Class A Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying)
BMA VIII L.L.C.
10% Owner
Holdings
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
- 178,571(indirect: See Footnotes)
Class A Common Stock
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying)
Blackstone EMA III L.L.C.
10% Owner
Holdings
- (indirect: See Footnotes)
Class B Units of Legence Holdings LLC
→ Class A Common Stock (46,680,762 underlying) - 178,571(indirect: See Footnotes)
Class A Common Stock
- 28,844,369(indirect: See Footnotes)
Class A Common Stock
- 46,680,762(indirect: See Footnotes)
Class B Common Stock
Footnotes (7)
- [F1]The reported securities are directly held by Legence Parent LLC ("Legence Parent"). Legence Parent is controlled by BX Refficiency Aggregator LP ("BX Refficiency"), its managing member. BCP 8/BEP 3 Holdings Manager L.L.C. is the general partner of BX Refficiency.
- [F2]The reported securities are directly held by Legence Parent II LLC ("Legence Parent II"). Legence Parent II is controlled by Refficiency Aggregator II LP ("Refficiency II"), its managing member. BCP 8/BEP 3 Holdings Manager L.L.C. is the general partner of Refficiency II.
- [F3]Blackstone Energy Management Associates III L.P. and Blackstone Management Associates VIII L.P. are the managing members of BCP 8/BEP 3 Holdings Manager L.L.C. Blackstone EMA III L.L.C. is the general partner of Blackstone Energy Management Associates III L.P. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P. Blackstone Holdings II L.P. is the managing member of Blackstone EMA III L.L.C. and BMA VIII L.L.C. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings II L.P. Blackstone Inc. is the sole member of Blackstone Holdings I/II GP L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- [F4]Pursuant to the terms of the Amended and Restated Limited Liability Company Agreement of Legence Holdings LLC ("Holdings") and that certain Exchange Agreement, dated as of September 11, 2025, by and among Legence Corp. (the "Issuer"), Holdings and Legence Parent, Legence Parent may exchange the Class B Units of Holdings held by it (along with surrendering a corresponding number of shares of the Issuer's Class B common stock, par value $0.01 per share) for shares of the Issuer's Class A common stock, par value $0.01 per share, on a one-for-one basis. The LGN Units do not expire. Shares of Class B Common Stock do not represent economic interests in the Issuer.
- [F5]Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.
- [F6]Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- [F7]Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Documents
Issuer
Legence Corp.
CIK 0002052568
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001938307
Filing Metadata
- Form type
- 3
- Filed
- Sep 10, 8:00 PM ET
- Accepted
- Sep 11, 9:25 PM ET
- Size
- 24.8 KB