STOCK TITAN

Construction Partners (ROAD) insider reports 2,000-share charitable gift

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Construction Partners, Inc. senior vice president and general counsel Judson Ryan Brooks reported a charitable donation of 2,000 shares of Class A common stock on 12/12/2025. The shares were transferred at a reported price of $0, leaving him with 25,575 Class A shares beneficially owned.

His holdings include 3,632 restricted Class A shares that vest in stages on September 30, 2026, September 30, 2027, September 30, 2028, and September 30, 2029. He also reports 12,458 shares of Class B common stock that are convertible into Class A on a one-for-one basis, and 1,388 cash-settled restricted stock units tied to the value of Class A stock, vesting between September 30, 2026 and September 30, 2028.

Positive

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Negative

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Insider Brooks Judson Ryan
Role SVP and General Counsel
Type Security Shares Price Value
Gift Class A Common Stock 2,000 $0.00 --
holding Class B Common Stock -- -- --
holding Restricted Stock Units -- -- --
Holdings After Transaction: Class A Common Stock — 25,575 shares (Direct); Class B Common Stock — 12,458 shares (Direct); Restricted Stock Units — 1,388 shares (Direct)
Footnotes (1)
  1. The reported transaction represents a charitable donation of shares of Class A common stock, $0.001 par value ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") by the reporting person. Includes 3,632 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 (the "Incentive Plan") that vest as follows: (i) 1,742 shares on September 30, 2026, (ii) 926 shares on September 30, 2027, (iii) 607 shares on September 30, 2028, and (iv) 357 shares on September 30, 2029. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares. 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. 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. Includes 1,388 cash-settled RSUs with time-based vesting criteria previously granted under the Incentive Plan that vest as follows: (i) 569 RSUs on September 30, 2026, (ii) 569 RSUs on September 30, 2027, and (iii) 250 RSUs on September 30, 2028.
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Brooks Judson Ryan

(Last) (First) (Middle)
290 HEALTHWEST DRIVE, SUITE 2

(Street)
DOTHAN AL 36303

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Construction Partners, Inc. [ ROAD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP and General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025
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 A Common Stock 12/12/2025 G(1) V 2,000 D $0 25,575(2) D
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
Class B Common Stock (3) (3) (3) Class A Common Stock 12,458 12,458 D
Restricted Stock Units (4) (4) (4) Class A Common Stock 1,388 1,388(5) D
Explanation of Responses:
1. The reported transaction represents a charitable donation of shares of Class A common stock, $0.001 par value ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") by the reporting person.
2. Includes 3,632 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 (the "Incentive Plan") that vest as follows: (i) 1,742 shares on September 30, 2026, (ii) 926 shares on September 30, 2027, (iii) 607 shares on September 30, 2028, and (iv) 357 shares on September 30, 2029. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares.
3. 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.
4. 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.
5. Includes 1,388 cash-settled RSUs with time-based vesting criteria previously granted under the Incentive Plan that vest as follows: (i) 569 RSUs on September 30, 2026, (ii) 569 RSUs on September 30, 2027, and (iii) 250 RSUs on September 30, 2028.
Remarks:
/s/ Judson Ryan Brooks 12/16/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Construction Partners (ROAD) report on 12/12/2025?

The filing reports that Judson Ryan Brooks, senior vice president and general counsel of Construction Partners, Inc., made a charitable donation of 2,000 shares of Class A common stock on 12/12/2025. The transaction was reported at a price of $0 per share and left him with 25,575 Class A shares beneficially owned.

Who is the reporting person in this Construction Partners (ROAD) insider filing?

The reporting person is Judson Ryan Brooks, who serves as senior vice president and general counsel of Construction Partners, Inc. He is listed as an officer of the issuer and files the report as a single reporting person.

How many restricted Class A shares does the Construction Partners (ROAD) executive hold and when do they vest?

The executive’s holdings include 3,632 restricted shares of Class A common stock with time-based vesting. These shares vest as follows: 1,742 shares on September 30, 2026, 926 shares on September 30, 2027, 607 shares on September 30, 2028, and 357 shares on September 30, 2029. He has sole voting power over these shares under the award agreements.

What are the key terms of Construction Partners (ROAD) Class B common stock mentioned here?

Each share of Class B common stock is convertible into one share of Class A common stock at any time at the holder’s option or upon most transfers, subject to certain exceptions. Holders of a majority of outstanding Class B shares may also elect to convert all Class B shares into Class A. Class A carries one vote per share, while Class B carries 10 votes per share, and the Class B shares do not expire.

What restricted stock units does the Construction Partners (ROAD) executive hold and how are they settled?

The filing lists 1,388 restricted stock units (RSUs) previously granted under the company’s 2018 Equity Incentive Plan. Each RSU represents a contingent right to receive cash equal to the value of one share of Class A common stock on the applicable vesting date. These RSUs vest in tranches of 569 RSUs on September 30, 2026, 569 RSUs on September 30, 2027, and 250 RSUs on September 30, 2028.