| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ROAD | Class A Common Stock | Disposed to Issuer | $0 | -1.55K | -4.42% | $0.00 | 33.4K | May 22, 2024 | Direct | F1, F2 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ROAD | Class B Common Stock | Award | $0 | +1.55K | +2.03% | $0.00 | 77.7K | May 22, 2024 | Class A Common Stock | 1.55K | Direct | F3, F4 | |
| holding | ROAD | Class B Common Stock | 241K | May 22, 2024 | Class A Common Stock | 241K | By the Ned N. Fleming, IV 2013 Trust | F3, F5 | ||||||
| holding | ROAD | Class B Common Stock | 135K | May 22, 2024 | Class A Common Stock | 135K | By Tar Frog Investment Management LLC | F3, F6 | ||||||
| holding | ROAD | Restricted Stock Units | 1.22K | May 22, 2024 | Class A Common Stock | 1.22K | Direct | F7, F8 |
| Id | Content |
|---|---|
| F1 | This transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16b-3(e) promulgated thereunder. |
| F2 | Includes 29,979 restricted shares of Class A common stock, $0.001 par value ("Class A common stock") of Construction Partners, Inc. (the "Issuer") with time-based vesting criteria previously granted to the reporting person under the Construction Partners, Inc. 2018 Equity Incentive Plan that vest as follows: (i) 14,631 shares on September 30, 2024, (ii) 14,067 shares on September 30, 2025, (iii) 978 shares on September 30, 2026, and (iv) 305 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. |
| F3 | Each share of Class B common stock, $0.001 par value ("Class B common stock"), of the Issuer 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. |
| F4 | This transaction was exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3(d) promulgated thereunder. |
| F5 | The reported shares are owned directly by the Ned N. Fleming, IV 2013 Trust (the "Trust") and indirectly by Ned N. Fleming, IV as trustee of the Trust. Each of the Trust and Ned N. Fleming, IV are members of a 10% owner group of the Issuer. |
| F6 | The reported shares are held by a limited liability company for which the reporting person serves as co-manager, and, in such capacity, shares the power to vote and direct the disposition of the shares. |
| F7 | Each restricted stock unit represents a contingent right to receive cash in an amount equal to the value of one share of Class A common stock on the applicable vesting date. |
| F8 | The restricted stock units vest in one-fourth installments beginning on the first September 30 following the grant date and on September 30 of each of the next three succeeding years. |