0001718227-19-000038.txt : 20190515
0001718227-19-000038.hdr.sgml : 20190515
20190515134023
ACCESSION NUMBER: 0001718227-19-000038
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190513
FILED AS OF DATE: 20190515
DATE AS OF CHANGE: 20190515
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: 19826881
MAIL ADDRESS:
STREET 1: 8214 WESTCHESTER DRIVE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75225
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
wf-form4_155794200788470.xml
FORM 4
X0306
4
2019-05-13
0
0001718227
Construction Partners, Inc.
ROAD
0001707712
Fleming Ned N III
5420 LBJ FREEWAY, SUITE 1000
DALLAS
TX
75240
1
0
1
0
Class A Common Stock
2019-05-13
4
A
0
59288
12.65
A
59288
D
Class A Common Stock
4000
I
By spouse
Class A Common Stock
10046695
I
By SunTx CPI Expansion Fund, L.P.
Class A Common Stock
5942789
I
By SunTx Fulcrum Fund Prime, L.P.
Class A Common Stock
3235516
I
By SunTx Fulcrum Dutch Investors Prime, L.P.
Class B Common Stock
Class A Common Stock
8265763.0
8265763
I
By SunTx CPI Expansion Fund, L.P.
Class B Common Stock
Class A Common Stock
4889339.0
4889339
I
By SunTx Fulcrum Fund Prime, L.P.
Class B Common Stock
Class A Common Stock
2661970.0
2661970
I
By SunTx Fulcrum Dutch Investors Prime, L.P.
Represents restricted shares of Class A common stock, par value $0.001 ("Class A Common Stock"), of Construction Partners, Inc. (the "Issuer") granted under the Construction Partners, Inc. 2018 Equity Incentive Plan that will vest as to two-thirds of the shares on January 1, 2021 and as to the remaining one-third of the shares on January 1, 2022.
The reporting person is the sole shareholder and director of SunTx Capital Management Corp., the general partner of (i) SunTx CPI Expansion Fund GP, L.P., which in turn serves as general partner of SunTx CPI Expansion Fund, L.P., and (ii) SunTx Capital Partners L.P., which in turn serves as general partner of SunTx Fulcrum Fund Prime, L.P. and SunTx Fulcrum Dutch Investors Prime, L.P. The reporting person may be deemed to beneficially own these securities but disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting 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.
Each share of Class B common stock, par value $0.001 ("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.
/s/ R. Alan Palmer, attorney-in-fact
2019-05-15