0000899243-21-035167.txt : 20210903
0000899243-21-035167.hdr.sgml : 20210903
20210903181637
ACCESSION NUMBER: 0000899243-21-035167
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210902
FILED AS OF DATE: 20210903
DATE AS OF CHANGE: 20210903
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SUNTX CAPITAL PARTNERS L P
CENTRAL INDEX KEY: 0001208091
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237747
BUSINESS ADDRESS:
STREET 1: 14001N DALLAS PARKWAY SUITE 111
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: 972-663-8900
MAIL ADDRESS:
STREET 1: 1400 N DALLAS PARKWAY
CITY: DALLAS
STATE: TX
ZIP: 75240
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SunTx CPI Expansion Fund LP
CENTRAL INDEX KEY: 0001410954
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237746
BUSINESS ADDRESS:
STREET 1: 1400 N Dallas Parkway
CITY: Dallas
STATE: tx
ZIP: 75240
BUSINESS PHONE: 972-663-8900
MAIL ADDRESS:
STREET 1: 1400 N Dallas Parkway
CITY: Dallas
STATE: tx
ZIP: 75240
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SunTx Fulcrum Fund Prime, L.P.
CENTRAL INDEX KEY: 0001702326
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237745
BUSINESS ADDRESS:
STREET 1: 5420 LBJ FREEWAY
STREET 2: SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: 972.663.8900
MAIL ADDRESS:
STREET 1: 5420 LBJ FREEWAY
STREET 2: SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75240
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fleming Ned N III
CENTRAL INDEX KEY: 0001707712
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237743
MAIL ADDRESS:
STREET 1: 8214 WESTCHESTER DRIVE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75225
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SunTX CPI Expansion Fund GP, L.P.
CENTRAL INDEX KEY: 0001739437
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237748
BUSINESS ADDRESS:
STREET 1: 5420 LBJ FREEWAY, SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75214
BUSINESS PHONE: 2149694281
MAIL ADDRESS:
STREET 1: 5420 LBJ FREEWAY, SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75214
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SunTx Fulcrum Dutch Investors Prime, L.P.
CENTRAL INDEX KEY: 0001711005
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237744
BUSINESS ADDRESS:
STREET 1: 5420 LBJ FREEWAY
STREET 2: SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: (972)663-8900
MAIL ADDRESS:
STREET 1: 5420 LBJ FREEWAY
STREET 2: SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75240
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Matteson Mark R
CENTRAL INDEX KEY: 0001739134
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237741
MAIL ADDRESS:
STREET 1: 290 HEALTHWEST DRIVE, SUITE 2
CITY: DOTHAN
STATE: AL
ZIP: 36303
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jennings Craig
CENTRAL INDEX KEY: 0001739383
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237742
MAIL ADDRESS:
STREET 1: 5204 LAKECREET CT.
CITY: PLANO
STATE: TX
ZIP: 75093
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SunTx Capital Management Corp.
CENTRAL INDEX KEY: 0001739424
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38479
FILM NUMBER: 211237749
BUSINESS ADDRESS:
STREET 1: 5420 LBJ FREEWAY, SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: 972-663-8900
MAIL ADDRESS:
STREET 1: 5420 LBJ FREEWAY, SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75240
FORMER NAME:
FORMER CONFORMED NAME: SunTX Capital Management Corp.
DATE OF NAME CHANGE: 20180509
FORMER NAME:
FORMER CONFORMED NAME: SunTX CPI Capital Management Corp.
DATE OF NAME CHANGE: 20180502
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Construction Partners, Inc.
CENTRAL INDEX KEY: 0001718227
STANDARD INDUSTRIAL CLASSIFICATION: HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS [1600]
IRS NUMBER: 260758017
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 290 HEALTHWEST DR.
STREET 2: SUITE 2
CITY: DOTHAN
STATE: AL
ZIP: 36303
BUSINESS PHONE: 334.673.9763
MAIL ADDRESS:
STREET 1: 290 HEALTHWEST DR.
STREET 2: SUITE 2
CITY: DOTHAN
STATE: AL
ZIP: 36303
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-09-02
0
0001718227
Construction Partners, Inc.
ROAD
0001739424
SunTx Capital Management Corp.
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001739437
SunTX CPI Expansion Fund GP, L.P.
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001208091
SUNTX CAPITAL PARTNERS L P
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001410954
SunTx CPI Expansion Fund LP
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001702326
SunTx Fulcrum Fund Prime, L.P.
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001711005
SunTx Fulcrum Dutch Investors Prime, L.P.
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001707712
Fleming Ned N III
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001739383
Jennings Craig
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
0001739134
Matteson Mark R
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
Class A Common Stock
2021-09-02
4
J
0
156996
0.00
D
37278
I
By SunTx Fulcrum Fund Prime, L.P.
Class A Common Stock
428817
I
By SunTx Capital Partners II, LP
Class A Common Stock
234247
I
By SunTx Capital Partners II Dutch Investors, LP
Class A Common Stock
114575
D
Class A Common Stock
4000
I
By spouse of Ned N. Fleming, III
Class A Common Stock
38192
D
Class A Common Stock
39192
D
Class B Common Stock
2021-09-02
4
J
0
1038919
0.00
D
Class A Common Stock
1038919
3083589
I
By SunTx Fulcrum Fund Prime, L.P.
Class B Common Stock
2021-09-02
4
J
0
802747
0.00
D
Class A Common Stock
802747
1441723
I
By SunTx Fulcrum Dutch Investors Prime, L.P.
Class B Common Stock
2021-09-02
4
J
0
1747062
0.00
A
Class A Common Stock
1747062
1747062
I
By SunTx Capital Partners, L.P.
Class B Common Stock
2021-09-02
4
J
0
535
0.00
A
Class A Common Stock
535
535
D
Class B Common Stock
Class A Common Stock
4860963
4860963
I
By SunTx CPI Expansion Fund, L.P.
Class B Common Stock
Class A Common Stock
1400268
1400268
I
By SunTx Capital Partners II, LP
Class B Common Stock
Class A Common Stock
672391
672391
I
By SunTx Capital Partners II Dutch Investors, LP
Class B Common Stock
Class A Common Stock
396519
396519
I
By SunTx CPI Expansion Fund GP, LP
SunTx Fulcrum Fund Prime, L.P. ("SunTx Fulcrum Fund") distributed these shares for no consideration.
These securities of Construction Partners, Inc. (the "Issuer") are directly held by SunTx Fulcrum Fund.
The general partner of each of SunTx Fulcrum Fund and SunTx Fulcrum Dutch Investors Prime, L.P. ("SunTx Fulcrum Dutch Fund") is SunTx Capital Partners L.P. ("SunTx Partners GP"). The general partner of SunTx CPI Expansion Fund, L.P. ("SunTx Expansion Fund") is SunTx CPI Expansion Fund GP, L.P. ("SunTx Expansion GP"). The general partner of each of SunTx Expansion GP and SunTx Partners GP is SunTx Capital Management Corp. ("SunTx Capital Management"). The general partner of each of SunTx Capital Partners II, LP ("SunTx Partners II") and SunTx Capital Partners II Dutch Investors, LP ("SunTx Partners Dutch LP" and together with SunTx Expansion Fund, SunTx Fulcrum Fund, SunTx Fulcrum Dutch Fund and SunTx Partners II, the "SunTx Funds") is SunTx Capital Partners II GP, LP ("SunTx Partners II GP"). The general partner of SunTx Partners II GP is SunTx Capital II Management Corp. ("SunTx Capital II Management"). Ned N. Fleming, III, a director of the Issuer,
(Continued from footnote 3) is the sole shareholder and director of SunTx Capital Management. Craig Jennings and Mark R. Matteson, each a director of the Issuer, are each executive officers of SunTx Capital Management. Mr. Fleming is also the majority shareholder and sole director of SunTx Capital II Management. Mr. Jennings and Mr. Matteson are also shareholders of SunTx Capital II Management. Each of SunTx Expansion GP, SunTx Partners GP, SunTx Capital Management, SunTx Partners II GP, SunTx Capital II Management, Mr. Fleming, Mr. Jennings and Mr. Matteson may be deemed to beneficially own securities of the Issuer held by certain of the SunTx Funds.
(Continued from footnote 4) Each such entity and person disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein and this report shall not be deemed an admission that any such entity or person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
These securities of the Issuer are directly held by SunTx Partners II.
These securities of the Issuer are directly held by SunTx Partners Dutch LP.
Includes 38,192 restricted shares of Class A Common Stock of the Issuer granted to Ned N. Fleming, III under the Construction Partners, Inc. 2018 Equity Incentive Plan that will vest on January 1, 2022.
Securities held directly by Ned N. Fleming, III.
Includes 12,731 restricted shares of Class A Common Stock of the Issuer granted to Craig Jennings under the Construction Partners, Inc. 2018 Equity Incentive Plan that will vest on January 1, 2022.
Securities held directly by Craig Jennings.
Includes 12,731 restricted shares of Class A Common Stock of the Issuer granted to Mark R. Matteson under the Construction Partners, Inc. 2018 Equity Incentive that will vest on January 1, 2022.
Securities held directly by Mark R. Matteson.
Each share of Class B common stock, par value $0.001 per share ("Class B common stock"), of the Issuer is convertible into one share of Class A common stock, par value $0.001 per share ("Class A common stock") of the Issuer (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.
SunTx Fulcrum Dutch Fund distributed these shares for no consideration.
SunTx Fulcrum Fund distributed 1,038,384 of these shares, and SunTx Fulcrum Dutch Fund distributed 708,678 of these shares, and in each case for no consideration.
These securities of the Issuer are directly held by SunTx Fulcrum Dutch Fund.
These securities of the Issuer are directly held by SunTx Partners GP.
These securities of the Issuer are directly held by SunTx Expansion Fund.
These securities of the Issuer are directly held by SunTx Expansion GP.
SUNTX CAPITAL MANAGEMENT CORP., Name: /s/ Ned N. Fleming, III, Title: Director
2021-09-03
SUNTX CPI EXPANSION FUND GP, L.P., By: SunTx Capital Management Corp, its general partner, Name: /s/ Ned N. Fleming, III, Title: Director
2021-09-03
SUNTX CAPITAL PARTNERS L.P., By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director
2021-09-03
SUNTX CPI EXPANSION FUND, L.P., By: SunTx CPI Expansion Fund GP, L.P., its general partner, By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director
2021-09-03
SUNTX FULCRUM FUND PRIME, L.P., By: SunTx Capital Partners L.P., its general partner, By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director
2021-09-03
SUNTX FULCRUM DUTCH INVESTORS PRIME, L.P., By: SunTx Capital Partners L.P., its general partner, By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director
2021-09-03
/s/ Ned N. Fleming, III
2021-09-03
/s/ Craig Jennings
2021-09-03
/s/ Mark R. Matteson
2021-09-03