v3.26.1
Earnings Per Share
6 Months Ended
Jun. 30, 2026
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share
The Company calculates basic and diluted earnings per share (“EPS”) in accordance with ASC Topic 260, Earnings Per Share. Basic EPS is calculated using Net income (loss) attributable to Legence divided by the weighted-average number of shares of Class A Common Stock outstanding during the period. Diluted EPS is calculated using Net income (loss) attributable to Legence divided by the weighted-average number of shares of Class A Common Stock outstanding during the period, adjusted to give effect to potentially dilutive securities. The effect of potentially dilutive securities under the treasury stock method and under the contingently issuable share guidance are evaluated each period and are not included in the computation of diluted EPS in periods in which the effect would be anti-dilutive. Potentially dilutive securities evaluated under the if-converted method are assessed each reporting period to determine their impact on diluted EPS. Class B Common Stock does not have economic rights in the Company, including no rights to dividends or distributions upon liquidation, and as a result, is not considered a participating security for basic and diluted EPS. As such, basic and diluted EPS of Class B Common Stock has not been presented.
The Company’s potentially dilutive securities consist of (i) unvested restricted stock units (“RSUs”) and unexercised stock options, with the dilutive effect calculated using the treasury stock method, (ii) exchange of LGN B Units to shares of Class A Common Stock, with the dilutive effect calculated using the if-converted method, (iii) settlement of deferred consideration related to the Bowers acquisition with shares of Class A Common Stock using the if-converted method and (iv) shares to be issued under the ESPP using the contingently issuable shares guidance.
The following table sets forth the computation of basic and diluted EPS. Prior to the IPO, Legence Holdings was a single-member limited liability company and did not present earnings per share. Due to the IPO and Corporate Reorganization, the Company’s capital structure before and after the IPO is not comparable and would not be meaningful to the users of these Condensed Consolidated financial statements. As a result, only earnings per share for the three and six months ended June 30, 2026 are presented.
(in thousands, except per share data)Three Months Ended
June 30, 2026
Six Months Ended
June 30, 2026
Numerator—basic:
Net loss$(34,564)$(17,170)
Less: Net loss attributable to noncontrolling interests(6,723)(5,423)
Net loss attributable to Legence—basic$(27,841)$(11,747)
Denominator—basic:
Weighted-average Class A Common Stock outstanding—basic76,03271,616
Loss per share—basic$(0.37)$(0.16)
Numerator—diluted:
Net loss attributable to Class A Common Stockholders—basic$(27,841)$(11,747)
Effect of assumed exchange of LGN B Units— (10,873)
Effect of exchange of LGN B Units related to exercise of underwriters' overallotment option and Subsequent Secondary Offering— (1,810)
Net loss attributable to Class A Common Stockholders—diluted$(27,841)$(24,430)
Denominator—diluted:
Weighted-average Class A Common Stock outstanding—basic76,032 71,616 
Weighted-average effect of dilutive securities:
Effect of assumed exchange of LGN B Units— 31,171 
Effect of exchange of LGN B Units related to exercise of underwriters' overallotment option and Subsequent Secondary Offering— 5,189 
Weighted-average Class A Common Stock outstanding—diluted76,032 107,976 
Loss per share—diluted$(0.37)$(0.23)
Anti-dilutive securities that could potentially dilute EPS in the future are set forth below (in thousands):
Three Months Ended
June 30, 2026
Six Months Ended
June 30, 2026
Stock options845 845 
RSUs1,417 1,417 
LGN B Units exchangeable for Class A Common Stock31,171 — 
Deferred consideration related to Bowers acquisition612 612