| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ROAD | Class A Common Stock | Purchase | $443K | +6K | $73.83 | 6K | Apr 14, 2025 | By Tar Frog Investment Management LLC | F1, F2 | |
| transaction | ROAD | Class A Common Stock | Purchase | $246K | +3.33K | +55.55% | $73.83 | 9.33K | Apr 14, 2025 | By Tar Frog Investment Management LLC | F1, F2 |
| transaction | ROAD | Class A Common Stock | Other | $0 | -43.1K | -39.17% | $0.00 | 66.9K | Apr 14, 2025 | Direct | F3, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ROAD | Class B Common Stock | Purchase | $442K | +5.99K | +4.45% | $73.83 | 141K | Apr 14, 2025 | Class A Common Stock | 5.99K | By Tar Frog Investment Management LLC | F2, F5, F6 | |
| transaction | ROAD | Class B Common Stock | Other | $0 | +43.1K | +11.3% | $0.00 | 424K | Apr 14, 2025 | Class A Common Stock | 43.1K | Direct | F3, F5 |
| Id | Content |
|---|---|
| F1 | The reported transaction represents a privately negotiated purchase of shares of Class A common stock, $0.001 par value ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") from another holder of Class A common stock. |
| F2 | 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. |
| F3 | The reported transaction represents a privately negotiated exchange of shares of Class A common stock for an equal number of shares of Class B common stock, $0.001 par value, of the Issuer ("Class B common stock") with a holder of Class B common stock. Under Section 16(b) of the Securities Exchange Act of 1934, as amended, the purchase transactions reported herein are matchable with the exchange transaction reported herein. Because there was no sale price associated with the share exchange, no profit was realized by the reporting person. The reporting person has agreed to voluntarily disgorge to the Issuer any profits realized from matchable transactions occurring within six months of the transactions reported herein. |
| F4 | Includes 66,926 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) 57,189 shares on September 30, 2025, (ii) 5,273 shares on September 30, 2026, (iii) 3,151 shares on September 30, 2027, and (iv) 1,313 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. |
| F5 | Each share of 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. |
| F6 | The reported transaction represents a privately negotiated purchase of shares of Class B common stock from another member of the Issuer's management who is a holder of Class B common stock. |