Robert P. Flowers - 14 Apr 2025 Form 4 Insider Report for Construction Partners, Inc. (ROAD)

Signature
/s/ Robert P. Flowers
Issuer symbol
ROAD
Transactions as of
14 Apr 2025
Net transactions value
-$688,317
Form type
4
Filing time
15 Apr 2025, 17:23:52 UTC
Previous filing
06 Mar 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ROAD Class A Common Stock Sale $246,075 -3,333 -6.7% $73.83 46,601 14 Apr 2025 Direct F1, F2

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
transaction ROAD Class B Common Stock Sale $442,242 -5,990 -100% $73.83 0 14 Apr 2025 Class A Common Stock 5,990 Direct F3, F4
holding ROAD Restricted Stock Units 1,379 14 Apr 2025 Class A Common Stock 1,379 Direct F5, F6
* 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 privately negotiated sale of shares of Class A common stock, $0.001 par value ("Class A common stock"), of Construction Partners, Inc. (the "Issuer").
F2 Includes 31,949 restricted shares of Class A common stock 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) 28,280 shares on September 30, 2025, (ii) 2,178 shares on September 30, 2026, (iii) 976 shares on September 30, 2027, and (iv) 515 shares on September 30, 2028. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the shares.
F3 Each share of Class B common stock, $0.001 par value, 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.
F4 The reported transaction represents a privately negotiated sale of shares of Class B common stock to another holder of Class B common stock.
F5 Each restricted stock unit ("RSU") 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 RSUs do not expire.
F6 Includes 1,379 RSUs with time-based vesting criteria previously granted under the Plan that vest as follows: (i) 459 RSUs on September 30, 2025, (ii) 459 RSUs on September 30, 2026, and (iii) 461 RSUs on September 30, 2027.