Cardinal Infrastructure (CDNL) insider details IPO-related share and unit moves

Rhea-AI Filing Summary

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.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

West Erik Daniel

(Last) (First) (Middle)

C/O CARDINAL INFRASTRUCTURE GROUP INC.

100 E. SIX FORKS ROAD, #300

(Street)

RALEIGH NC 27609

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cardinal Infrastructure Group Inc. [ CDNL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class B Common Stock	12/09/2025		A(1)		6,749,496	A	(1)	6,749,496	D
Class B Common Stock	12/11/2025		D		1,653,571	D	(2)	5,095,925	D
Class B Common Stock	12/09/2025		A(1)		1,348,441	A	(1)	1,348,441	I	By West Family 2024 Irrevocable Trust U/A dated 3/20/24, as amended(3)
Class B Common Stock	12/11/2025		D		330,357	D	(2)	1,018,084	I	By West Family 2024 Irrevocable Trust U/A dated 3/20/24, as amended(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
LLC Units	(4)	12/09/2025		A(1)		6,749,496		(4)	(4)	Class A Common Stock	6,749,496	(1)	6,749,496	D
LLC Units	(4)	12/11/2025		D			1,653,571	(4)	(4)	Class A Common Stock	1,653,571	$21	5,095,925	D
LLC Units	(4)	12/09/2025		A(1)		1,348,441		(4)	(4)	Class A Common Stock	1,348,441	(1)	1,348,441	I	By West Family 2024 Irrevocable Trust U/A dated 3/20/24, as amended(3)
LLC Units	(4)	12/11/2025		D			330,357	(4)	(4)	Class A Common Stock	330,357	$21	1,018,084	I	By West Family 2024 Irrevocable Trust U/A dated 3/20/24, as amended(3)

Explanation of Responses:

1. Represents securities received as part of the Issuer's reorganization in connection with its initial public offering, as described in the registration statement on Form S-1 relating to the initial public offering. These securities were previously reported on a Form 3 filed by the Reporting Person[s].

2. Reflects the cancellation for no consideration of Class B Common Stock in connection with the redemption of the membership units of Cardinal Civil Contracting Holdings LLC (the "LLC Units").

3. The Reporting Person is the spouse of the trustee of West Family 2024 Irrevocable Trust U/A dated 3/20/24, as amended ("West Trust"), and as a result, may be deemed to share beneficial ownership of the securities held of record by West Trust.

4. The LLC Units may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forfeited in connection with the redemption. The LLC Units have no expiration date.

Remarks:

Chief Operating Officer of Cardinal Civil Contracting Holdings LLC, of which the Issuer is the sole managing member.

	/s/ Tiffany Gidley, Attorney-in-fact	12/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Cardinal Infrastructure Group (CDNL) report in this Form 4?

The filing shows an insider receiving 6,749,496 Class B Common Stock shares and the same number of LLC Units on 12/09/2025 as part of an IPO-related reorganization, along with 1,348,441 additional Class B shares and LLC Units through the West Family 2024 Irrevocable Trust. On 12/11/2025, portions of these holdings were cancelled in connection with LLC Unit redemptions.

How many CDNL shares does the insider own after these transactions?

After the reported transactions, the insider beneficially owned 5,095,925 Class B Common Stock shares and 5,095,925 LLC Units directly, and 1,018,084 Class B shares and 1,018,084 LLC Units indirectly through the West Family 2024 Irrevocable Trust.

What are the LLC Units referenced in the CDNL Form 4?

The LLC Units are membership units of Cardinal Civil Contracting Holdings LLC that may be redeemed by the reporting person at any time for shares of Class A Common Stock on a 1-to-1 basis. When LLC Units are redeemed, a corresponding number of Class B Common Stock shares are forfeited, and the LLC Units have no expiration date.

How is the West Family 2024 Irrevocable Trust related to CDNL's insider holdings?

The reporting person is the spouse of the trustee of the West Family 2024 Irrevocable Trust. As a result, the reporting person may be deemed to share beneficial ownership of the securities held of record by this trust, including Class B Common Stock and corresponding LLC Units.

Were the cancelled CDNL Class B shares cancelled for any consideration?

No. The disclosure states that the reported transactions include the cancellation of Class B Common Stock for no consideration in connection with the redemption of membership units of Cardinal Civil Contracting Holdings LLC (the LLC Units).

What roles does the reporting person hold in connection with Cardinal Infrastructure Group (CDNL)?

The reporting person is identified as a director, a 10% owner, and an officer. The remarks specify that this person is the Chief Operating Officer of Cardinal Civil Contracting Holdings LLC, of which Cardinal Infrastructure Group Inc. is the sole managing member.