Mark R. Matteson - Aug 22, 2024 Form 4 Insider Report for Construction Partners, Inc. (ROAD)

Signature
/s/ Mark R. Matteson
Stock symbol
ROAD
Transactions as of
Aug 22, 2024
Transactions value $
-$7,571,659
Form type
4
Date filed
8/26/2024, 06:07 PM
Previous filing
Aug 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ROAD Class A Common Stock Sale -$1.57M -25.4K -19.85% $61.97 103K Aug 22, 2024 By AMDG Associates Limited Partnership F1, F2
transaction ROAD Class A Common Stock Sale -$2.1M -33.7K -32.89% $62.36 68.8K Aug 23, 2024 By AMDG Associates Limited Partnership F2, F3
transaction ROAD Class A Common Stock Sale -$1.37M -21.6K -31.41% $63.39 47.2K Aug 23, 2024 By AMDG Associates Limited Partnership F2, F4
transaction ROAD Class A Common Stock Sale -$2.52M -39.2K -83.06% $64.30 8K Aug 23, 2024 By AMDG Associates Limited Partnership F2, F5
transaction ROAD Class A Common Stock Gift $0 -8K -100% $0.00 0 Aug 26, 2024 By AMDG Associates Limited Partnership F2, F6
holding ROAD Class A Common Stock 208K Aug 22, 2024 By SunTx Capital Partners II, L.P. F7, F8
holding ROAD Class A Common Stock 115K Aug 22, 2024 By SunTx Capital Partners II Dutch Investors, L.P. F7, F9
holding ROAD Class A Common Stock 30.7K Aug 22, 2024 Direct F10, F11

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding ROAD Class B Common Stock 401K Aug 22, 2024 Class A Common Stock 401K By AMDG Associates Limited Partnership F2, F12
holding ROAD Class B Common Stock 2.61M Aug 22, 2024 Class A Common Stock 2.61M By SunTx Capital Partners II, L.P. F7, F8, F12
holding ROAD Class B Common Stock 1.31M Aug 22, 2024 Class A Common Stock 1.31M By SunTx Capital Partners II Dutch Investors, L.P. F7, F9, F12
holding ROAD Class B Common Stock 674 Aug 22, 2024 Class A Common Stock 674 By SunTx Capital II Management Corp. F7, F12, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.49 to $62.21, inclusive. The reporting person undertakes to provide to Construction Partners, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
F2 These securities of the Issuer are directly held by AMDG Associates Limited Partnership, a limited partnership controlled by the reporting person. The reporting person may be deemed to beneficially own securities of the Issuer held by such limited partnership. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.00 to $62.99, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.00 to $63.97, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.98 to $64.73. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
F6 Represents a charitable contribution of shares of Class A common stock, par value $0.001 per share, of the Issuer ("Class A common stock").
F7 The general partner of each of SunTx Capital Partners II, L.P. ("SunTx Partners II") and SunTx Capital Partners II Dutch Investors, L.P. ("SunTx Partners Dutch LP") is SunTx Capital Partners II GP, L.P. ("SunTx Partners II GP"). The general partner of SunTx Partners II GP is SunTx Capital II Management Corp. ("SunTx Capital II Management"). The reporting person, a director of the Issuer, is a shareholder of SunTx Capital II Management. The reporting person may be deemed to beneficially own securities of the Issuer held by SunTx Partners II, SunTx Partners Dutch LP and SunTx Capital II Management. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
F8 These securities of the Issuer are directly held by SunTx Partners II.
F9 These securities of the Issuer are directly held by SunTx Partners Dutch LP.
F10 Includes 5,667 restricted shares of Class A common stock granted to the reporting person under the Construction Partners, Inc. 2018 Equity Incentive Plan, which will vest on January 1, 2025.
F11 Securities held directly by the reporting person.
F12 Each share of Class B common stock, par value $0.001 per share, of the Issuer ("Class B common stock") is convertible into one share of Class A common stock (i) at any time at the option of the holder or (ii) upon any transfer, except for certain transfers described in the Issuer's amended and restated certificate of incorporation. In addition, upon the election of the holders of a majority of the then-outstanding shares of Class B common stock, all outstanding shares of Class B common stock will be converted into shares of Class A common stock. The holders of Class A common stock and Class B common stock vote as a single class on all matters submitted to a vote of stockholders. The holders of Class A common stock are entitled to one vote per share, and the holders of the Class B common stock are entitled to 10 votes per share. The shares of Class B common stock do not expire.
F13 These securities of the Issuer are directly held by SunTx Capital II Management.