0001718227-19-000073.txt : 20190830 0001718227-19-000073.hdr.sgml : 20190830 20190830161208 ACCESSION NUMBER: 0001718227-19-000073 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190830 FILED AS OF DATE: 20190830 DATE AS OF CHANGE: 20190830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Smith Fred Julius III CENTRAL INDEX KEY: 0001739258 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38479 FILM NUMBER: 191069692 MAIL ADDRESS: STREET 1: 701 CORPORATE CENTER DRIVE, SUITE 101 CITY: RALEIGH STATE: TX ZIP: 27607 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_156719591241485.xml FORM 4 X0306 4 2019-08-30 0 0001718227 Construction Partners, Inc. ROAD 0001739258 Smith Fred Julius III 290 HEALTHWEST DRIVE SUITE 2 DOTHAN AL 36303 0 1 0 0 Senior Vice President Stock Option (right to buy) 0.0357 2019-08-30 4 A 0 74592 A 2019-08-30 2019-12-31 Class B Common Stock 74592.0 74592 D Stock Option (right to buy) 0.0357 2019-08-30 4 M 0 74592 0 D 2019-08-30 2019-12-31 Class B Common Stock 74592.0 0 D Class B Common Stock 2019-08-30 4 M 0 74592 0 A Class A Common Stock 74592.0 241441 D On August 30, 2019, Construction Partners, Inc. (the "Issuer") and the reporting person entered into an amendment to a preexisting non-plan option agreement (the "Option Agreement"). The Option Agreement had previously provided that the option held by the reporting person (the "Option") to purchase shares of Class B common stock, $0.001 par value, of the Issuer ("Class B common stock") was exercisable only upon a "Change of Control" of the Issuer, as defined in the Option Agreement. As a result of the amendment, the option became immediately exercisable and will expire upon the earliest to occur of (i) December 31, 2019, (ii) a termination of the reporting person's services to the Issuer or (iii) a "Change of Control" of the Company, as defined in the Option Agreement. The reporting person exercised the Option immediately following the effectiveness of the Option Amendment. Each share of Class B common stock is convertible into one share of Class A common stock, $0.001 par value, of the Issuer ("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 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 2019-08-30