[8-K] Construction Partners, Inc. Reports Material Event

Rhea-AI Filing Summary

Construction Partners, Inc. reported the completion of an acquisition transaction and furnished a related press release as Exhibit 99.1. The report states the press release was issued on October 6, 2025 and the exhibit is incorporated by reference into the Item 7.01 disclosure. The filing also clarifies that the information furnished under Item 7.01, including Exhibit 99.1, is not being "filed" for purposes of Section 18 of the Exchange Act and will not be automatically incorporated into any registration statement under the Securities Act unless specifically identified there. No financial terms, target identity, or other transaction details appear in this report.

Positive

• Acquisition transaction completed and publicly announced on October 6, 2025
• Press release furnished as Exhibit 99.1, creating a public disclosure record

Negative

• No transaction terms disclosed in the 8-K text (no price, target identity, or financial impact)
• Furnished materials explicitly not "filed" for Section 18 purposes, limiting automatic incorporation into registration statements

Insights

M&A Corporate Counsel

Acquisition closed and a press release was furnished; legal filing limits how the content is treated.

The filing confirms completion of an acquisition and furnishes the press release as Exhibit 99.1, while expressly stating that the furnished materials are "not filed" for Section 18 purposes. This preserves certain liability and incorporation limits under the Exchange Act.

Key dependency is the press release itself for transaction specifics; the filing contains no purchase price, target identity, or financial statements. Investors should refer to the exhibit for details, as the 8-K text alone omits material transaction terms and accounting impacts.

Investor Relations Analyst

Transaction completion is material but the filing lacks disclosed economic or operational detail.

The company signals a material corporate event by reporting a completed acquisition and furnishing an exhibit, which typically warrants investor attention. However, the 8-K text provides no metrics, pro forma figures, or timing for integration.

The near-term informational item to consult is Exhibit 99.1 dated October 6, 2025; absent terms in the filing, market participants must rely on the press release for effects on revenue, debt, or synergies.

0001718227FALSE290 Healthwest Drive, Suite 2DothanAlabama3630300017182272025-10-062025-10-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 6, 2025 

CONSTRUCTION PARTNERS, INC.

(Exact name of registrant as specified in its charter) 

 

Delaware

001-38479

26-0758017

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

 

290 Healthwest Drive, Suite 2

Dothan, Alabama 36303

(Address of principal executive offices) (ZIP Code)

(334) 673-9763

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Class A common stock, $0.001 par value

ROAD

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).        Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                                  ☐

Item 7.01.     Regulation FD Disclosure.

On October 6, 2025, Construction Partners, Inc. issued a press release announcing its completion of an acquisition transaction. A copy of the press release is furnished as Exhibit 99.1 hereto, and the information contained in Exhibit 99.1 is incorporated herein by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.			Description
99.1**			Press release dated October 6, 2025
104*			Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

** Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			CONSTRUCTION PARTNERS, INC.
Date: October 6, 2025			By:			/s/ Gregory A. Hoffman
						Gregory A. Hoffman
						Senior Vice President and Chief Financial Officer

FAQ

Did Construction Partners (ROAD) complete an acquisition on Oct 6, 2025?

Yes. The 8-K states an acquisition transaction was completed and announced in a press release dated October 6, 2025.

Are the acquisition terms (price, target) disclosed in the 8-K for ROAD?

No. The 8-K text does not disclose purchase price, target identity, or other transaction terms.

Where can I find the acquisition announcement for ROAD?

The acquisition announcement was furnished as Exhibit 99.1 to the 8-K; the exhibit contains the press release dated October 6, 2025.

Is the furnished press release considered "filed" under the Exchange Act?

No. The company expressly states the information furnished under Item 7.01, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act.

Does the 8-K include financial statements or pro forma information for the acquisition?

No. The filing contains no financial statements, pro forma financial information, or accounting disclosures related to the transaction.