Form 8-K

8-K — COMFORT SYSTEMS USA INC

Accession: 0001104659-26-118149

Filed: 2026-10-22

Period: 2026-10-16

CIK: 0001035983

SIC: 1731 (ELECTRICAL WORK)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

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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) October 16, 2026

Comfort

Systems USA, Inc.

(Exact name of registrant

as specified in its charter)

Delaware

1-13011

76-0526487

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

9753 Katy Freeway, Suite

700

Houston,

Texas

77024

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number,

including area code (713) 830-9600

(Former name or former address, if changed

since last report.)

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

Common

Stock, $0.01 par value

FIX

New

York Stock Exchange

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.

(b)

On October 16, 2026, William George notified Comfort Systems USA, Inc. (the "Company") of his intention to retire as Executive

Vice President and Chief Financial Officer of the Company, effective following the filing of the Company’s Annual Report on Form

10-K for the year ending December 31, 2026 (the "Transition Date"). Mr. George's decision to retire was not the result of any

disagreement with the Company on any matter relating to the Company's operations, policies or practices. Upon Mr. George’s retirement,

he will satisfy the age and service requirements of the “Rule of 75” (as detailed in the Company’s most recent Proxy

Statement), and his time-based and performance-based restricted stock unit awards covering shares of Company common stock will remain

outstanding and continue to vest in accordance with their terms.

(c)

Julie Shaeff, currently the Company's Senior Vice President and Chief Accounting Officer, has been appointed to succeed Mr. George as

Executive Vice President and Chief Financial Officer, effective as of the Transition Date.

Ms. Shaeff's age, business

experience and other related information is included in Part I, Item 4A of the Company's Annual Report on Form 10-K for the year ended

December 31, 2025 and is incorporated by reference herein.

As of the date of this Current

Report, the Compensation Committee of the Board has not determined any changes to Ms. Shaeff's compensation in connection with her appointment

as Chief Financial Officer. The Company will file an amendment to this Current Report on Form 8-K within four business days after such

determination is made.

There are no arrangements

or understandings between Ms. Shaeff and any other person pursuant to which she was appointed as Chief Financial Officer. There are no

family relationships between Ms. Shaeff and any director or executive officer of the Company, and Ms. Shaeff has no direct or indirect

material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

ITEM 7.01 Regulation FD Disclosure.

October 22, 2026, the Company issued a press release announcing Mr. George's retirement and Ms. Shaeff's appointment. A copy of

the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference into this Item 7.01.

The information furnished

under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for

purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject

to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing by the Company under the Securities

Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release of Comfort Systems USA, Inc. dated October 22, 2026, announcing leadership transitions and appointments.

104

Cover Page Interactive Data File (the cover page XBRL tags are 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.

COMFORT SYSTEMS USA, INC.

By:

/s/ Rachel R. Eslicker

Rachel R. Eslicker

Senior Vice President and General Counsel

Date: October 22, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2628079d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

CONTACT:

Julie Shaeff, Chief Accounting Officer

9753 Katy Freeway, Suite 700

ir@comfortsystemsusa.com; 713-830-9687

Houston, Texas 77024

713-830-9600

FOR IMMEDIATE RELEASE

BILL GEORGE TO RETIRE AFTER 30 YEARS OF SERVICE

COMFORT SYSTEMS TO PROMOTE JULIE SHAEFF TO CHIEF

FINANCIAL OFFICER

Houston, TX — October 22, 2026 —

Comfort Systems USA, Inc. (NYSE: FIX) (the "Company"), a leading provider of commercial, industrial and institutional heating,

ventilation, air conditioning and electrical contracting services, today announced that Bill George, Executive Vice President and Chief

Financial Officer, will retire following the filing of the Company’s Annual Report on Form 10-K for the year ending December 31,

2026, completing a remarkable 30-year career that helped build the Company from its founding into one of the nation’s leading building

services companies. In accordance with the Company’s succession plan, Julie Shaeff, currently the Company's Senior Vice President

and Chief Accounting Officer, is being promoted to Executive Vice President and Chief Financial Officer, effective upon Mr. George

vacating that role.

Mr. George helped found the Company in 1997

and has served as Chief Financial Officer since May 2005. Over the course of his career, he helped guide the Company through periods

of significant growth and change, including its formation and initial public offering, the development of its acquisition program and

the evolution of the Company’s strategy that produced industry-leading growth. He played a key role in strengthening the Company’s

balance sheet, establishing its disciplined capital allocation approach and supporting its long record of financial performance.

Ms. Shaeff has served as the Company's Chief

Accounting Officer since May 2005 and was formerly Vice President and Corporate Controller from March 2002 to May 2005

and Assistant Corporate Controller from September 1999 to February 2002. From 1996 to August 1999, Ms. Shaeff was

Financial Accounting Manager—Corporate Controllers Group for Browning-Ferris Industries, Inc., a publicly-traded waste services

company. From 1987 to 1995, she held various positions with Arthur Andersen LLP. Ms. Shaeff is a Certified Public Accountant

and holds a Bachelor of Business Administration in Accounting from Texas A&M University.

Brian E. Lane, Chief Executive Officer, commented,

"Our thoughtful succession planning has positioned Comfort Systems USA for this transition. Julie has been an integral part of our

finance organization for over 25 years, and her deep knowledge of our operations, judgment and leadership make her the ideal person to

lead our finance function going forward."

Mr. Lane continued, "Bill has been part

of Comfort Systems USA since its formation in 1997. Over three decades, Bill has led with integrity, building a financial foundation,

acquisition environment and overall culture that have carried this company to where we are today. On behalf of our Board, our leadership

team and our employees across the country, I want to thank Bill for his extraordinary service, his friendship and his steady leadership.

We are deeply grateful, and we wish him a long and well-earned retirement."

Mr. George said, "It has been the honor

of my career to help build and serve Comfort Systems USA, and I treasure my relationships with the team of professionals in Houston and

in our organizations across this country. Comfort Systems USA is great because of the amazing individuals who call this company their

professional home, and everything good that has happened at Comfort has been accomplished through teamwork. Julie is an amazing financial

leader, and I am deeply indebted for her keen judgement, unerring instincts and technical excellence for our finance team and in many

other corners of our organization. I am retiring confident that Brian, Trent, Julie and the team that remains at Comfort Systems USA will

continue to prove that they are the very best in our business."

About Comfort Systems

Comfort Systems USA® is a leading provider

of commercial, industrial and institutional heating, ventilation, air conditioning and electrical contracting services, with 211 locations

in 155 cities around the nation. For more information, visit the Company's website at www.comfortsystemsusa.com.

Certain statements and information in this

press release may constitute forward-looking statements regarding our future business expectations, which are subject to applicable securities

laws and regulations. The words “believe,” “expect,” “anticipate,” “plan,” “intend,”

“foresee,” “should,” “would,” “could,” or other similar expressions are intended to identify

forward-looking statements, which are generally not historic in nature. These forward-looking statements are based on the current expectations

and beliefs of Comfort Systems USA, Inc. and its subsidiaries (collectively, the “Company”) concerning future developments

and their effect on the Company. While the Company’s management believes that these forward-looking statements are reasonable as

and when made, there can be no assurance that future developments affecting the Company will be those that it anticipates, and the Company’s

actual results of operations, financial condition and liquidity, and the development of the industry in which the Company operates, may

differ materially from those made in or suggested by the forward-looking statements contained in this press release. In addition, even

if our results of operations, financial condition and liquidity, and the development of the industry in which we operate, are consistent

with the forward-looking statements contained in this press release, those results or developments may not be indicative of our results

or developments in subsequent periods. All comments concerning the Company’s expectations for future revenue and operating results

are based on the Company’s forecasts for its existing operations and do not include the potential impact of any future acquisitions.

The Company’s forward-looking statements involve significant risks and uncertainties (some of which are beyond the Company’s

control) and assumptions that could cause actual future results to differ materially from the Company’s historical experience and

its present expectations or projections. Important factors that could cause actual results to differ materially from those in the forward-looking

statements include, but are not limited to: the use of incorrect estimates for bidding a fixed-price contract; undertaking contractual

commitments that exceed the Company’s labor resources; failing to perform contractual obligations efficiently enough to maintain

profitability; national or regional weakness in construction activity and economic conditions; economic downturns in the markets where

the Company operates; shortages of labor and specialty building materials or material increases to the cost thereof; financial difficulties

affecting projects, vendors, customers, or subcontractors; unexpected adjustments or cancellations in our backlog resulting in the Company’s

backlog failing to translate into actual revenue or profits; inflation, supply chain disruptions, and capital market volatility; the loss

of significant customers; intense competition in the Company’s industry; risks associated with acquisitions, including the ability

to successfully integrate those companies; impairment charges for goodwill and intangible assets; reductions or reversals of previously

recorded revenue or profits as a result of the Company’s cost-to-cost input method of accounting; difficulties in the financial

and surety markets; delays and/or defaults in customer payments; difficult work environment; worldwide political and economic uncertainties,

including international conflicts and epidemics or pandemics; attraction and retention of key management and employees; the Company’s

decentralized management structure; our ability to effectively manage our backlog and the size and cost of our operations; failure of

third party subcontractors and suppliers to complete work as anticipated; difficulty in obtaining, or increased costs associated with,

bonding and insurance; our ability to remain in compliance with covenants under our credit agreement, service our indebtedness, or fund

our other liquidity needs; our inability to properly utilize our workforce; increases and uncertainty in insurance costs; regulatory and

legal risks, including adverse litigation results, failure to comply with laws and regulations; changes in United States trade policy,

and tax-related risks; the imposition of past and future liability from environmental, safety, and health regulations including the inherent

risk associated with self-insurance; an increase in our effective tax rate; a material information technology failure or a material cybersecurity

breach; risks related to our common stock; failure or circumvention of our disclosure controls and procedures or internal control environment;

our ability to manage growth and geographically-dispersed operations; severe weather conditions (such as storms, droughts, extreme heat

or cold, wildfires and floods), including as a result of climate change, and any resulting regulations or restrictions related thereto;

force majeure events; deliberate, malicious acts, including terrorism and sabotage; findings of inadequate internal controls; changes

in accounting rules and regulations; and other risks detailed in our reports filed with the Securities and Exchange Commission (the

“SEC”).

For additional information regarding known

material factors that could cause the Company’s results to differ from its projected results, please see its filings with the SEC,

including its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance

on forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to publicly update or revise

any forward-looking statements after the date they are made, whether because of new information, future events, or otherwise, except as

otherwise required by law.

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