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Legence Corp. (LGN) names ex-CFO Robert Crisci to board

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Legence Corp. (LGN) expanded its Board of Directors from six to seven members and appointed Robert Crisci, age 51, as a Class II director effective August 18, 2026. His initial term runs until the 2027 annual meeting of shareholders or earlier termination events.

Crisci was appointed to the Board’s Audit Committee and Nomination and Corporate Governance Committee. He has extensive public company experience, including serving as Chief Financial Officer of Lineage, Inc. from 2023 to November 2025 and previously of Roper Technologies, Inc. from 2017 to January 2023. The Board determined he meets Nasdaq, SEC and company independence standards.

As a non-management director, Crisci will receive standard compensation: an annual $85,000 cash retainer and restricted stock units in Class A common stock valued at approximately $150,000 as of the grant date. He also entered into the company’s standard form of indemnification agreement.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Board size after change 7 directors Board increased from six to seven directors effective August 18, 2026
Director age 51 years Age of newly appointed director Robert Crisci
Annual cash retainer $85,000 per year Standard annual cash compensation for non-management directors including Robert Crisci
RSU grant value $150,000 Approximate grant-date value of restricted stock units for non-management directors
Class term end 2027 Initial term of Class II directorship expires at 2027 annual meeting
Class II director regulatory
"appointed Mr. Robert Crisci to the Board as a Class II director"
A class II director is a member of a company’s board who belongs to one of several staggered groups of directors, each group standing for election in different years. For investors, this matters because staggered terms slow wholesale board turnover—like rotating members of a neighborhood committee—making sudden changes in control or strategy harder and affecting how quickly shareholders can influence corporate direction.
restricted stock units financial
"an award of restricted stock units covering a certain number of shares"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
indemnity agreement regulatory
"He has also entered into the Company’s standard form of indemnity agreement"
Emerging growth company regulatory
"Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2... Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
independent medical examinations medical
"ExamWorks, LLC, a leading provider of independent medical examinations, peer reviews"

FAQ

What Board change did Legence Corp. (LGN) announce on August 18, 2026?

Legence Corp. increased its Board size from six to seven directors and appointed Robert Crisci as a Class II director, effective August 18, 2026. His initial term runs until the company’s 2027 annual meeting of shareholders.

Who is Robert Crisci, the new director appointed by Legence Corp. (LGN)?

Robert Crisci is a 51-year-old executive with extensive CFO experience at large public companies, including Lineage, Inc. and Roper Technologies, Inc. He has a background in financial reporting, audit, internal controls, financial analysis, investor relations and M&A.

Which Board committees will Robert Crisci serve on at Legence Corp. (LGN)?

Robert Crisci was appointed to the Audit Committee and the Nomination and Corporate Governance Committee. These assignments align with his financial, audit and governance background, supporting oversight of financial reporting and board composition matters.

What compensation will Robert Crisci receive as a Legence Corp. (LGN) director?

Crisci will receive standard non-management director pay: a $85,000 annual cash retainer plus restricted stock units in Class A common stock valued at approximately $150,000 on the grant date, along with the company’s standard indemnification protections.

Is Robert Crisci considered an independent director of Legence Corp. (LGN)?

Yes. The Board determined that Robert Crisci meets independence requirements under Nasdaq rules, applicable SEC regulations and Legence Corp.’s internal guidelines for director independence, following a review of relevant facts and circumstances.

How long will Robert Crisci serve on the Board of Legence Corp. (LGN)?

As a Class II director, Robert Crisci’s initial term will expire at the 2027 annual meeting of shareholders, or earlier if he dies, resigns, retires or is removed in accordance with applicable corporate governance provisions.

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false 0002052568 0002052568 2026-08-18 2026-08-18
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 18, 2026

 

 

Legence Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-42838   33-2905250

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

1601 Las Plumas Avenue

San Jose, CA

  95133
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (833) 534-3623

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Class A common stock, par value $0.01 per share   LGN   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 18, 2026, the Board of Directors (the “Board”) of Legence Corp., a Delaware corporation (the “Company”), increased the size of the Board from six to seven directors and appointed Mr. Robert Crisci to the Board as a Class II director to fill the vacancy created by such increase, effective as of August 18, 2026. The Board also appointed Mr. Crisci to serve on the Board’s Audit Committee and Nomination and Corporate Governance Committee. As a Class II director, Mr. Crisci will serve for an initial term that will expire at the annual meeting of shareholders in 2027 or upon his death, resignation, retirement or removal.

Mr. Crisci, age 51, has extensive public company experience having served as Chief Financial Officer of large public companies where he oversaw financial reporting, audit and internal control processes, among other executive duties. He also has significant experience in financial analysis, investor relations and mergers and acquisitions. Mr. Crisci served as the Chief Financial Officer for Lineage, Inc. (NASDAQ: LINE) from 2023 until his retirement from that role in November 2025. He currently remains at Lineage in an advisory role. Mr. Crisci previously served as Chief Financial Officer of Roper Technologies, Inc. (NASDAQ: ROP), an operator of market-leading businesses that design and develop vertical software and technology enabled products, from 2017 until January 2023. Mr. Crisci joined Roper Technologies, Inc. in 2013 as Vice President, Finance and Investor Relations and led the company’s financial planning and analysis and investor relations activities. Prior to joining Roper Technologies, Inc., Mr. Crisci served in various roles across investment banking, consulting and finance. Mr. Crisci’s prior experience includes positions at Morgan Keegan, VRA Partners, Devon Value Advisers and Deloitte & Touche. Mr. Crisci serves on the board of directors of MasterBrand, Inc. (NYSE: MBC), the largest manufacturer of residential cabinets in North America, and ExamWorks, LLC, a leading provider of independent medical examinations, peer reviews, bill reviews, Medicare compliance, record retrieval, document management and related services. Mr. Crisci holds a Bachelor of Arts in Economics from Princeton University and a Master of Business Administration from Columbia Business School.

The Board, after consideration of all facts and circumstances, affirmatively determined that Mr. Crisci meets the independence requirements under the rules of the Nasdaq Stock Market LLC, as well as the applicable rules promulgated by the Securities and Exchange Commission and the Company’s guidelines for determining director independence.

In connection with his election, Mr. Crisci will receive the standard annual compensation for the Company’s non-management directors. Such annual compensation includes (i) a cash retainer in the amount of $85,000 per year, and (ii) an award of restricted stock units covering a certain number of shares of the Company’s Class A common stock par value $0.01 per share, valued at approximately $150,000 as of the grant date. He has also entered into the Company’s standard form of indemnity agreement, which is filed as Exhibit 10.1 hereto and incorporated by reference into this Item 5.02.

There were no understandings or other agreements or arrangements between Mr. Crisci, on the one hand, and any other person, on the other hand, pursuant to which he was appointed as a director of the Company. Furthermore, there are no transactions between Mr. Crisci and the Company that would be required to be reported under Item 404(a) of Regulation S-K.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.
   Description
10.1    Form of Indemnification Agreement (incorporated by reference to Exhibit 10.11 to the Company’s Registration Statement on Form S-1, File No. 333-289629, filed with the Commission on August 15, 2025).
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    LEGENCE CORP.
Dated: August 18, 2026     By:  

/s/ Bryce Seki

    Name:   Bryce Seki
    Title:   General Counsel and Corporate Secretary

Filing Exhibits & Attachments

3 documents