Robert P. Flowers - Apr 14, 2025 Form 4 Insider Report for Construction Partners, Inc. (ROAD)

Role: Senior Vice President
Signature: /s/ Robert P. Flowers
Stock symbol: ROAD
Transactions as of: Apr 14, 2025
Transactions value $: -$688,317
Form type: 4
Date filed: 4/15/2025, 05:23 PM
Previous filing: Mar 6, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ROAD	Class A Common Stock	Sale	-$246K	-3.33K	-6.67%	$73.83	46.6K	Apr 14, 2025	Direct	F1, F2

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
transaction	ROAD	Class B Common Stock	Sale	-$442K	-5.99K	-100%	$73.83	0	Apr 14, 2025	Class A Common Stock	5.99K		Direct	F3, F4
holding	ROAD	Restricted Stock Units						1.38K	Apr 14, 2025	Class A Common Stock	1.38K		Direct	F5, F6

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

Explanation of Responses:

Id	Content
F1	The reported transaction represents a privately negotiated sale of shares of Class A common stock, $0.001 par value ("Class A common stock"), of Construction Partners, Inc. (the "Issuer").
F2	Includes 31,949 restricted shares of Class A common stock with time-based vesting criteria previously granted to the reporting person under the Construction Partners, Inc. 2018 Equity Incentive Plan that vest as follows: (i) 28,280 shares on September 30, 2025, (ii) 2,178 shares on September 30, 2026, (iii) 976 shares on September 30, 2027, and (iv) 515 shares on September 30, 2028. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the shares.
F3	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.
F4	The reported transaction represents a privately negotiated sale of shares of Class B common stock to another holder of Class B common stock.
F5	Each restricted stock unit ("RSU") 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 RSUs do not expire.
F6	Includes 1,379 RSUs with time-based vesting criteria previously granted under the Plan that vest as follows: (i) 459 RSUs on September 30, 2025, (ii) 459 RSUs on September 30, 2026, and (iii) 461 RSUs on September 30, 2027.