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[SCHEDULE 13G/A] Legence Corp. Amended Passive Investment Disclosure

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Legence Corp. reports beneficial ownership disclosures by related Blackstone entities and affiliates. As of March 31, 2026, Legence Parent ML LLC directly holds 178,571 shares of Class A common stock and 40,699,833 shares issuable upon one-for-one exchange of Class B units. Legence Parent II ML LLC directly holds 25,162,794 shares. The filing states the percentage calculations are based on 67,338,099 shares outstanding as of March 24, 2026 and identifies aggregate shared voting/dispositive power positions (for example, 66,041,198 shares of shared power reported by several Blackstone entities). The disclosure traces control through multiple affiliated entities and names Stephen A. Schwarzman as the founder controlling Blackstone Group Management L.L.C.

Positive

  • None.

Negative

  • None.

Insights

Blackstone-affiliated entities report large shared voting and dispositive positions in Legence.

The filing shows combined holdings represented through affiliated entities, including 40,699,833 Class A shares issuable to Legence Parent ML LLC and direct holdings of 25,162,794 shares by Legence Parent II ML LLC. Calculations reference March 24, 2026 outstanding share count of 67,338,099.

These numbers indicate concentrated ownership reported as shared voting/dispositive power across multiple vehicles. Subsequent filings may clarify voting coordination or any changes to beneficial ownership percentages.

Control is presented via layered partnerships and manager entities led to ultimate control by named affiliates.

The disclosure maps control chains: Legence Parent ML LLC → Legence Parent LLC → BX Refficiency Aggregator LP → BCP 8/BEP 3 Holdings Manager L.L.C., and parallel chains for Legence Parent II entities. The filing explicitly names Stephen A. Schwarzman as the controlling founder of Blackstone Group Management L.L.C.

For governance implications, review voting power lines and any agreements referenced in future filings; this form documents structure and percentages but does not state voting agreements.

Shares outstanding 67,338,099 shares as of March 24, 2026
Issuable shares to Legence Parent ML LLC 40,699,833 shares issuable in exchange for Class B Units (one-for-one)
Direct shares held by Legence Parent ML LLC 178,571 shares directly held as of March 31, 2026
Direct shares held by Legence Parent II ML LLC 25,162,794 shares directly held as of March 31, 2026
Shared voting/dispositive power reported 66,041,198 shares reported by several Blackstone entities on cover pages
Percent of class example 37.8% percentage shown on cover pages for certain entities
shared voting power regulatory
"Shared Voting Power 40,878,404.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
beneficially owned regulatory
"Amount beneficially owned: Items 5 through 9 and 11"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Class B Units financial
"issuable in exchange for an equivalent number of Class B Units"
Rule 13d-4 regulatory
"Pursuant to Rule 13d-4 of the Securities Exchange Act"





52476L109

(CUSIP Number)
03/31/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




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Legence Parent ML LLC
Signature:/s/ Robert Brooks
Name/Title:Robert Brooks/Vice President
Date:05/01/2026
Legence Parent II ML LLC
Signature:/s/ Robert Brooks
Name/Title:Robert Brooks/Vice President
Date:05/01/2026
Legence Parent LLC
Signature:/s/ Bryce Seki
Name/Title:Bryce Seki/General Counsel and Secretary
Date:05/01/2026
Legence Parent II LLC
Signature:/s/ Bryce Seki
Name/Title:Bryce Seki/General Counsel and Secretary
Date:05/01/2026
BX Refficiency Aggregator LP
Signature:/s/ Robert Brooks
Name/Title:By: BCP 8/BEP 3 Holdings Manager L.L.C., its general partner, By: Robert Brooks/Authorized Signatory
Date:05/01/2026
Refficiency Aggregator II LP
Signature:/s/ Robert Brooks
Name/Title:By: BCP 8/BEP 3 Holdings Manager L.L.C., its general partner, By: Robert Brooks/Authorized Signatory
Date:05/01/2026
BCP 8/BEP 3 Holdings Manager L.L.C.
Signature:/s/ Robert Brooks
Name/Title:Robert Brooks/Authorized Signatory
Date:05/01/2026
Blackstone Energy Management Associates III L.P.
Signature:/s/ Robert Brooks
Name/Title:By: Blackstone EMA III L.L.C., its general partner, By: Robert Brooks/Authorized Signatory
Date:05/01/2026
Blackstone Management Associates VIII L.P.
Signature:/s/ Robert Brooks
Name/Title:By: Blackstone EMA III L.L.C., its general partner, By: Robert Brooks/Authorized Signatory
Date:05/01/2026
Blackstone EMA III L.L.C.
Signature:/s/ Robert Brooks
Name/Title:Robert Brooks/Authorized Signatory
Date:05/01/2026
BMA VIII L.L.C.
Signature:/s/ Robert Brooks
Name/Title:Robert Brooks/Authorized Signatory
Date:05/01/2026
Blackstone Holdings II L.P.
Signature:/s/ Victoria Portnoy
Name/Title:By: Blackstone Holdings I/II GP L.L.C., its general partner, By: Victoria Portnoy/Managing Director - Assistant Secretary
Date:05/01/2026
Blackstone Holdings I/II GP L.L.C.
Signature:/s/ Victoria Portnoy
Name/Title:Victoria Portnoy/Managing Director - Assistant Secretary
Date:05/01/2026
Blackstone Inc.
Signature:/s/ Victoria Portnoy
Name/Title:Victoria Portnoy/Managing Director - Assistant Secretary
Date:05/01/2026
Blackstone Group Management L.L.C.
Signature:/s/ Victoria Portnoy
Name/Title:Victoria Portnoy/Managing Director - Assistant Secretary
Date:05/01/2026
Stephen A. Schwarzman
Signature:/s/ Stephen A. Schwarzman
Name/Title:Stephen A. Schwarzman
Date:05/01/2026

FAQ

What stake does Blackstone report in Legence (LGN)?

Blackstone-related entities report shared voting/dispositive power over 66,041,198 shares in filings. The figure appears across several affiliated entities and represents reported shared control positions in the excerpt.

How many Legence Class A shares does Legence Parent ML LLC hold?

Legence Parent ML LLC directly holds 178,571 shares and an additional 40,699,833 shares issuable upon exchange of Class B units, as stated in the filing dated March 31, 2026.

On what share base are the ownership percentages calculated for LGN?

Percentages are calculated using 67,338,099 shares outstanding as of March 24, 2026, per the filing, and assume issuance of the 40,699,833 shares issuable to Legence Parent ML LLC.

Does the filing identify who controls the reporting entities?

Yes. The filing traces control through multiple entities and states that Stephen A. Schwarzman is the founder controlling Blackstone Group Management L.L.C., which is the ultimate parent in the disclosure chain.

Are the reported holdings sole or shared voting power?

The cover-page data and narrative show 0 sole voting/dispositive power and significant shared voting and shared dispositive power numbers for the listed entities, as disclosed on the cover pages.