0001718227-23-000123.txt : 20231221 0001718227-23-000123.hdr.sgml : 20231221 20231221161744 ACCESSION NUMBER: 0001718227-23-000123 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231219 FILED AS OF DATE: 20231221 DATE AS OF CHANGE: 20231221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Flowers Robert P. CENTRAL INDEX KEY: 0001739620 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38479 FILM NUMBER: 231505511 MAIL ADDRESS: STREET 1: 3372 CAPITAL CIRCLE NE CITY: TALLAHASSEE STATE: FL ZIP: 32308 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Construction Partners, Inc. CENTRAL INDEX KEY: 0001718227 STANDARD INDUSTRIAL CLASSIFICATION: HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS [1600] ORGANIZATION NAME: 05 Real Estate & Construction 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 wk-form4_1703193455.xml FORM 4 X0508 4 2023-12-19 0 0001718227 Construction Partners, Inc. ROAD 0001739620 Flowers Robert P. 290 HEALTHWEST DRIVE, SUITE 2 DOTHAN AL 36303 0 1 0 0 Senior Vice President 0 Class A Common Stock 2023-12-19 4 F 0 327 43.75 D 70225 D Class B Common Stock Class A Common Stock 5990 5990 D Restricted Stock Units Class A Common Stock 1838 1838 D Represents shares of Class A common stock, par value $0.001 ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") surrendered to the Issuer to satisfy tax withholding obligations upon the grant of immediately vested shares of Class A common stock on December 13, 2023. Pursuant to the terms of the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Plan") and the applicable award agreement, the number of shares withheld was determined using a value of $43.75 per share, based on the closing price for a share of Class A common stock on the vesting date. Includes 58,702 restricted shares of Class A common stock with time-based vesting criteria granted under the Plan that vest as follows: (i) 28,814 shares on September 30, 2024, (ii) 27,766 shares on September 30, 2025, (iii) 1,664 shares on September 30, 2026, and (iv) 460 shares on September 30, 2027. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares. Each share of Class B common stock, $0.001 par value ("Class B common stock"), of the Company 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 Company'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. Each restricted stock unit 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 restricted stock units vest in one-fourth installments beginning on the first September 30 following the grant date and on September 30 of each of the next three succeeding years. /s/ Robert P. Flowers 2023-12-21