John L. Harper - Oct 20, 2024 Form 4 Insider Report for Construction Partners, Inc. (ROAD)

Signature
/s/ John L. Harper
Stock symbol
ROAD
Transactions as of
Oct 20, 2024
Transactions value $
$0
Form type
4
Date filed
10/22/2024, 07:07 PM
Previous filing
Dec 15, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ROAD Class A Common Stock Award $0 +3K +2.01% $0.00 152K Oct 20, 2024 Direct F1, F2, F3
holding ROAD Class A Common Stock 1K Oct 20, 2024 By spouse
holding ROAD Class A Common Stock 15K Oct 20, 2024 By Frances Harper Trust F4
holding ROAD Class A Common Stock 15K Oct 20, 2024 By Family Trust F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported transaction represents a grant of restricted shares of Class A common stock, par value $0.001 per share ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") pursuant to the Construction Partners, Inc. 2018 Equity Incentive Plan (the "2018 Plan"). The shares of Class A common stock subject to the reported award (the "Class A Market-Based Shares") will vest on the later of (i) the closing of the Issuer's acquisition of Asphalt Inc., LLC (doing business as Lone Star Paving, "Lone Star") pursuant to that certain Unit Purchase Agreement, dated October 20, 2024, by and among the Issuer, Lone Star, the individual sellers listed on the signature pages thereto and John J. Wheeler, in his capacity as the sellers' representative thereunder, and (ii) the first date, if any, that the closing price of the Class A common stock on The Nasdaq Global Select Market equals or exceeds $88.00 per share,
F2 (Continued from footnote 1) provided that (x) such date occurs on or before the fourth (4th) anniversary of the grant date and (y) the reporting person is employed by, or providing services to, the Issuer on the vesting date.
F3 In addition to the Class A Market-Based Shares, includes 31,437 restricted shares of Class A common stock with time-based vesting criteria previously granted under the 2018 Plan that vest as follows: (i) 28,326 shares on September 30, 2025, (ii) 2,183 shares on September 30, 2026, and (iii) 928 shares on September 30, 2027. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares.
F4 The reported shares are held by a trust for which the reporting person serves as sole trustee, and in such capacity holds the sole power to vote and direct the disposition of such shares.
F5 The reported shares are held by a trust for which the reporting person serves as co-trustee, and in such capacity shares the power to vote and direct the disposition of such shares.