SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Young Bruce F.

(Last) (First) (Middle)
C/O CONCRETE PUMPING HOLDINGS, INC.
6461 DOWNING STREET

(Street)
DENVER CO 80229

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Concrete Pumping Holdings, Inc. [ BBCP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
04/22/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/22/2019 M 459,770 A $0.87 2,668,639 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options $0.87 04/22/2019 M 459,770 (1)(2) (1)(2) Common Stock 459,770 $0 736,810 D
Explanation of Responses:
1. Pursuant to that certain Agreement and Plan of Merger, dated September 7, 2018, by and among the Issuer, Industrea Acquisition Corp. ("Industrea"), Concrete Pumping Holdings, Inc., a Delaware corporation ("CPH"), certain subsidiaries of the Issuer, and PGP Investors, LLC, solely in its capacity as the initial Holder Representative (the "Merger Agreement"), as well as that related Management Rollover Agreement, dated as of September 7, 2018, by and among the Issuer, Industrea, and the rollover holders party thereto (the "Rollover Agreement"), each incentive stock option to purchase a common share of CPH granted to the Reporting Person by CPH under its 2015 Equity Incentive Plan were converted into an incentive stock option to purchase approximately 2.877 common shares of the Issuer, rounded down to the nearest whole share.
2. The exercise price per share for each converted incentive stock option is determined by dividing the exercise price of the original CPH stock option by the 2.877 exchange ratio, with such quotient rounded up to the nearest whole cent. Such converted incentive stock options to purchase Issuer common shares are fully vested in accordance with the Merger Agreement and the Rollover Agreement and will expire on March 7, 2026.
/s/ Joel Rubinstein, Attorney-in-Fact 04/23/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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