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Legence Corp. Director's Dealing 2025

Sep 12, 2025

31763_dirs_2025-09-11_d50c618c-3e38-4b3a-9aed-f3386240ff95.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Legence Corp. (LGN)
CIK: 0002052568
Period of Report: 2025-09-11

Reporting Person: LEGENCE PARENT LLC (N/A)
Reporting Person: Legence Parent II LLC (N/A)
Reporting Person: BX Refficiency Aggregator LP (N/A)
Reporting Person: Refficiency Aggregator II LP (N/A)
Reporting Person: BCP 8/BEP 3 Holdings Manager L.L.C. (N/A)
Reporting Person: Blackstone Energy Management Associates III L.P. (N/A)
Reporting Person: Blackstone Management Associates VIII L.P. (N/A)
Reporting Person: Blackstone EMA III L.L.C. (N/A)
Reporting Person: BMA VIII L.L.C. (N/A)

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 178571 Indirect
Class A Common Stock 28844369 Indirect
Class B Common Stock 46680762 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Class B Units of Legence Holdings LLC $ Class A Common Stock (46680762) Indirect

Footnotes

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.