Fred J. Smith III - 19 Nov 2025 Form 4 Insider Report for Construction Partners, Inc. (ROAD)

Role: President and CEO, Director
Signature: /s/ Fred J. Smith, III
Issuer symbol: ROAD
Transactions as of: 19 Nov 2025
Transactions value $: -$1,432,176
Form type: 4
Filing time: 20 Nov 2025, 18:32:49 UTC
Previous filing: 06 Nov 2025
Next filing: 26 Nov 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Smith Fred Julius III	President and CEO, Director	290 HEALTHWEST DRIVE, SUITE 2, DOTHAN	/s/ Fred J. Smith, III	20 Nov 2025	0001739258

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ROAD	Class A Common Stock	Tax liability	-$1.43M	-12.8K	-21.31%	$112.02	47.2K	19 Nov 2025	Direct	F1, F2
holding	ROAD	Class A Common Stock						9.33K	19 Nov 2025	By Tar Frog Investment Management LLC	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	ROAD	Class B Common Stock						433K	19 Nov 2025	Class A Common Stock	433K		Direct	F4
holding	ROAD	Class B Common Stock						141K	19 Nov 2025	Class A Common Stock	141K		By Tar Frog Investment Management LLC	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reported transaction represents the surrender by the reporting person of shares of Class A common stock, $0.001 par value ("Class A common stock"), to Construction Partners, Inc. (the "Issuer") to satisfy tax withholding obligations upon the vesting and issuance of Class A common stock pursuant to performance-based restricted stock units previously awarded to the reporting person under the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Incentive Plan"). Pursuant to the terms of the Incentive Plan and the applicable award agreements, the number of shares surrendered was determined using a value of $112.02 per share, the closing price for a share of Class A common stock on November 4, 2025, the vesting date.
F2	Includes 13,553 restricted shares of Class A common stock with time-based vesting criteria previously granted under the Incentive Plan that vest as follows: (i) 6,227 shares on September 30, 2026, (ii) 4,105 shares on September 30, 2027, (iii) 2,267 shares on September 30, 2028, and (iv) 954 shares on September 30, 2029. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares.
F3	The reported shares are held by a limited liability company for which the reporting person serves as co-manager, and, in such capacity, shares the power to vote and direct the disposition of the shares.
F4	Each share of Class B common stock, $0.001 par value, of the Issuer ("Class B common stock") 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.