Welcome to our dedicated page for Cardinal Infra SEC filings (Ticker: CDNL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Cardinal Infrastructure Group Inc. (CDNL) SEC filings page provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Cardinal Infrastructure Group is an emerging growth company based in Raleigh, North Carolina, with Class A common stock listed on the Nasdaq Global Select Market.
Through its filings, the company reports material events, capital structure details, and key agreements related to its operations as a public company. Recent Form 8-K reports describe the completion and terms of its initial public offering of Class A common stock, the effectiveness of its Amended and Restated Certificate of Incorporation and Bylaws, and the execution of agreements such as the Second Amended and Restated Limited Liability Company Agreement for Cardinal Civil Contracting Holdings LLC, a Tax Receivable Agreement, and a Registration Rights Agreement.
Filings also document Cardinal Infrastructure Group’s acquisition activity, including the purchase of substantially all of the assets of Red Clay Industries, Inc. by its subsidiary Aviator Paving Company Charlotte, LLC. In addition, the company provides pro forma financial information and non-GAAP measures such as Pro Forma EBITDA and Adjusted Pro Forma EBITDA, along with reconciliations and explanations of the adjustments used.
On this page, users can review Forms 8-K and other SEC documents as they become available, along with AI-powered summaries that explain the purpose and main points of each filing in plain language. Real-time updates from EDGAR allow readers to see new filings as they are posted, including future annual reports on Form 10-K, quarterly reports on Form 10-Q, and any insider transaction reports on Form 4 that may be filed for Cardinal Infrastructure Group Inc.
FMR LLC has filed a Schedule 13G reporting beneficial ownership of 1,648,071 shares of Cardinal Infrastructure Group Inc Class A common stock, representing 12.5% of the class as of the reported date. FMR LLC has sole voting and dispositive power over these shares. Abigail P. Johnson is also listed as a reporting person with beneficial ownership of the same 1,648,071 shares, holding sole dispositive but no voting power. The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Cardinal Infrastructure Group Inc. completed its acquisition of substantially all of the assets of Red Clay Industries, Inc. through its wholly owned subsidiary Aviator Paving Company Charlotte, LLC for approximately $40.0 million, including $39.0 million in cash and the assumption of about $1.0 million of liabilities.
Red Clay provides asphalt paving, concrete contracting, concrete reclamation and soil stabilization in North Carolina and generated revenue of $44.9 million and net income of $3.1 million for the year ended December 31, 2024, and revenue of $37.1 million and net income of $1.6 million for the nine months ended September 30, 2025.
On a pro forma basis, Cardinal reports Pro Forma Net Income of $17.8 million, Pro Forma EBITDA of $51.7 million and Adjusted Pro Forma EBITDA of $62.0 million for 2024, and Pro Forma Net Income of $24.3 million, Pro Forma EBITDA of $58.1 million and Adjusted Pro Forma EBITDA of $60.4 million for the nine months ended September 30, 2025.
Cardinal Infrastructure Group Inc. reports that it has completed its initial public offering of Class A Common Stock and related corporate restructuring steps. The company sold 11,500,000 Class A shares at $21.00 per share and, after underwriters fully exercised their option, sold another 1,725,000 shares at the same price, for aggregate gross proceeds of approximately $277.7 million before underwriting costs.
In connection with the IPO, the company’s amended and restated certificate of incorporation and bylaws became effective, authorizing 500,000,000 Class A shares, 500,000,000 Class B shares and 10,000,000 preferred shares. Cardinal Infrastructure also issued 30,887,813 shares of Class B Common Stock to Members, including certain managers and directors, in a private offering under Section 4(a)(2) of the Securities Act, and entered into a new limited liability company agreement, a tax receivable agreement and a registration rights agreement as described in its prospectus.
Cardinal Infrastructure Group Inc. disclosed that one of its directors bought additional shares of the company’s Class A common stock. On 12/11/2025, the director purchased 10,000 shares in an open-market transaction coded as a purchase at a price of $21 per share. Following this transaction, the director directly beneficially owns 16,725 Class A common shares.
The filing notes that the shares reported are subject to a lock-up agreement effective as of 12/9/2025 with Stifel, Nicolaus & Company, Incorporated and William Blair & Company, L.L.C, under which these shares cannot be sold for 180 days after the lock-up date.
Cardinal Infrastructure Group Inc. disclosed that a company director purchased additional Class A Common Stock. On 12/11/2025, the director bought 22,725 shares at a price of $21 per share, increasing the director’s beneficial ownership to 29,212 shares, held directly.
The reported shares are subject to a lock-up agreement effective as of 12/9/2025 with Stifel, Nicolaus & Company, Incorporated and William Blair & Company, L.L.C. Under this agreement, the shares reported cannot be sold for 180 days following the lock-up date.
Cardinal Infrastructure Group Inc.'s chief financial officer reported equity ownership changes on a Form 4. On December 9, 2025, the officer acquired 2,429,624 shares of Class B Common Stock and an equal number of LLC Units as part of a reorganization in connection with the company’s initial public offering, as described in its registration statement on Form S-1. On December 11, 2025, 595,238 Class B shares were canceled for no consideration in connection with the redemption of the same number of LLC Units at a derivative price of $21 per unit.
After these transactions, the officer beneficially owned 1,834,386 Class B shares and 1,834,386 LLC Units directly, plus 203,617 Class B shares and 203,617 LLC Units indirectly through The Rowe Family Irrevocable Trust dated March 13, 2024. Each LLC Unit is redeemable at the holder’s option into one share of Class A Common Stock, with a corresponding Class B share forfeited on redemption, and the units have no expiration date.
Cardinal Infrastructure Group Inc. insider, officer and 10% owner reported IPO-related changes in holdings of Class B Common Stock and LLC Units tied to Class A Common Stock. On 12/09/2025, the reporting person received 6,749,496 Class B shares and an equal number of LLC Units as part of the issuer's reorganization, plus 1,348,441 Class B shares and LLC Units held through the West Family 2024 Irrevocable Trust.
On 12/11/2025, 1,653,571 Class B shares and matching LLC Units, and 330,357 additional Class B shares and LLC Units held via the trust, were cancelled in connection with LLC Unit redemptions, including dispositions of LLC Units at $21 per unit. After these transactions, the insider beneficially owned 5,095,925 Class B shares and 5,095,925 LLC Units directly and 1,018,084 Class B shares and 1,018,084 LLC Units indirectly. The LLC Units are redeemable into Class A Common Stock on a 1-to-1 basis and have no expiration date.
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