| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ROAD | Class A Common Stock | Award | $0 | +2.37K | +6.27% | $0.00 | 40.3K | Dec 17, 2024 | Direct | F1, F2 |
| transaction | ROAD | Class A Common Stock | Award | $0 | +689 | +1.71% | $0.00 | 40.9K | Dec 17, 2024 | Direct | F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | ROAD | Class B Common Stock | 241K | Dec 17, 2024 | Class A Common Stock | 241K | By the Ned N. Fleming, IV 2013 Trust | F4, F5 | ||||||
| holding | ROAD | Class B Common Stock | 135K | Dec 17, 2024 | Class A Common Stock | 135K | By Tar Frog Investment Management LLC | F4, F6 | ||||||
| holding | ROAD | Class B Common Stock | 88.7K | Dec 17, 2024 | Class A Common Stock | 88.7K | Direct | F4 | ||||||
| holding | ROAD | Restricted Stock Units | 914 | Dec 17, 2024 | Class A Common Stock | 914 | Direct | F7 |
| Id | Content |
|---|---|
| F1 | On December 29, 2021, the reporting person was granted 2,753 performance-based restricted stock units ("PSUs") pursuant to the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Plan"). The PSUs vested in a single lump-sum based on the satisfaction by Construction Partners, Inc. (the "Issuer") of certain performance criteria for the three-year period comprising the 2021, 2022 and 2023 fiscal years. The performance criteria for were partially met, resulting in the vesting of 2,374 PSUs. |
| F2 | Includes 15,349 restricted shares of Class A common stock, $0.001 par value ("Class A common stock"), with time-based vesting criteria previously granted under the Plan that vest as follows: (i) 14,067 shares on September 30, 2025, (ii) 978 shares on September 30, 2026, and (iii) 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 | The reported transaction represents a grant of immediately vested shares of Class A common stock under the Plan. |
| F4 | 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. |
| 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. The reported restricted stock units do not expire and vest in equal installments on each of September 30, 2025, 2026 and 2027. |