Construction Partners counsel gets 1,876-share grant
The performance-unit settlement was based on criteria for fiscal years ended September 30, 2024, 2025 and 2026.
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Form Type
4
Rhea-AI Filing Summary
Construction Partners, Inc. (ROAD) reported that its SVP and General Counsel, Judson Ryan Brooks, received 1,876 restricted Class A shares and 3,824 Class A shares upon settlement of performance-based restricted stock units on November 4, 2026. He surrendered 2,926 shares to the company for tax withholding, using $99.24 per share, the closing price that day. The restricted-share award vests in one-fourth installments on September 30, 2027, 2028, 2029 and 2030, subject to continued service. No Rule 10b5-1 plan is reported.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Brooks Judson Ryan
Role
SVP and General Counsel
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock F1, F2 | 1,876 | $0.00 | $0.00 |
| Grant/Award | Class A Common Stock F3, F2 | 3,824 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F4, F2 | 2,926 | $99.24 | $290K |
| Holding | Class B Common Stock F5, F6 | -- | -- | -- |
| Holding | Restricted Stock Units F7, F8 | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 27,475 shares (Direct);
Class B Common Stock — 52,458 contracts (Direct);
Restricted Stock Units — 819 contracts (Direct)
Footnotes (8)
- F1. The reported transaction represents a grant of restricted shares of Class A common stock, par value $0.001 ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") with time-based vesting criteria under the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Equity Incentive Plan"). The shares of Class A common stock subject to the reported award vest in one-fourth installments on September 30, 2027, 2028, 2029 and 2030, subject to the reporting person's continued service with the Issuer through the respective vesting dates. Under the terms of the award agreement, the reporting person has sole voting power with respect to the shares.
- F2. Includes 3,766 restricted shares of Class A common stock with time-based vesting criteria granted under the Equity Incentive Plan that vest as follows: (i) 1,395 shares on September 30, 2027, (ii) 1,076 shares on September 30, 2028, (iii) 826 shares on September 30, 2029, and (iv) 469 shares on September 30, 2030, in each case, subject to the reporting person's continued service with the Issuer through the respective vesting dates. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares.
- F3. The reported transaction represents the issuance of shares of Class A common stock in settlement of performance-based restricted stock units ("PSUs") previously granted to the reporting person under the Equity Incentive Plan that vested on November 4, 2026. The PSUs vested in a single lump sum based on the satisfaction by the Issuer of certain performance criteria for the three-year period comprising the fiscal years ended September 30, 2024, 2025 and 2026.
- F4. The reported transaction represents the surrender by the reporting person of shares of Class A common stock to the Issuer to satisfy tax withholding obligations arising from the issuance of Class A common stock pursuant to the vesting of PSUs previously awarded to the reporting person under the Equity Incentive Plan. Pursuant to the terms of the Equity Incentive Plan and the applicable award agreement, the number of shares surrendered was determined using a value of $99.24 per share, the closing price for a share of Class A common stock on November 4, 2026, the vesting date.
- F5. Each share of Class B common stock, $0.001 par value ("Class B common stock"), of the Issuer 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. Includes 40,000 restricted shares of Class B common stock with time-based vesting criteria previously granted to the reporting person under the Construction Partners, Inc. 2024 Restricted Stock Plan that vest as a single tranche on September 30, 2030, subject to the reporting person's continued service with the Issuer through such date.
- F7. 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.
- F8. Includes 819 cash-settled RSUs with time-based vesting criteria previously granted to the reporting person under the Equity Incentive Plan that vest as follows, in each case, subject to the reporting person's continued service with the Issuer through the respective vesting dates: (i) 569 RSUs on September 30, 2027 and (ii) 250 RSUs on September 30, 2028.
Key Figures
Restricted Class A shares granted: 1,876 shares
Class A shares issued upon performance-unit settlement: 3,824 shares
Shares surrendered for tax withholding: 2,926 shares
+3 more
6 metrics
Restricted Class A shares granted
1,876 shares
Granted November 4, 2026; time-based vesting
Class A shares issued upon performance-unit settlement
3,824 shares
Issued November 4, 2026
Shares surrendered for tax withholding
2,926 shares
November 4, 2026
Closing price used for tax withholding
$99.24 per share
November 4, 2026
Class B common stock reported
52,458 shares
Reported as held directly on November 4, 2026
Cash-settled restricted stock units reported
819 units
Reported as held directly on November 4, 2026
Key Terms
time-based vesting criteria, performance-based restricted stock units, cash-settled RSUs, Equity Incentive Plan
4 terms
time-based vesting criteria financial
"with time-based vesting criteria"
performance-based restricted stock units financial
"settlement of performance-based restricted stock units"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
cash-settled RSUs financial
"Includes 819 cash-settled RSUs"
Equity Incentive Plan financial
"granted under the Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What performance period applied to the ROAD performance-unit settlement?
The 3,824 Class A shares were issued on November 4, 2026, in settlement of performance-based restricted stock units that vested that day. Vesting was based on the issuer's satisfaction of certain performance criteria for the three-year period comprising the fiscal years ended September 30, 2024, 2025 and 2026.
What other equity holdings did ROAD's SVP and General Counsel report?
The reported holdings include 52,458 Class B shares and 819 cash-settled restricted stock units. Each Class B share is convertible into one Class A share; Class B shares carry 10 votes per share, while Class A shares carry one vote per share.
AI-generated analysis. How Rhea-AI works. Not financial advice.
