Construction Partners (NASDAQ: ROAD) director reports 1,000-share gift

Rhea-AI Filing Summary

Construction Partners, Inc. director Michael H. McKay reported a charitable donation of 1,000 shares of Class A common stock on 12/16/2025 at a price of $0. After the gift, a trust for which he serves as sole trustee holds 22,192 Class A shares indirectly.

The filing also lists his Class B common stock positions, which are convertible into Class A on a one-for-one basis. He holds 73,197 Class B shares indirectly through the trust and 8,000 restricted Class B shares directly, with 5,333 scheduled to vest on January 1, 2027 and 2,667 on January 1, 2028. Class B shares carry 10 votes per share compared with one vote per share for Class A, and both classes vote together.

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

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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^*

McKay Michael H

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		G(1)	V	1,000	D	$0	22,192	I	By Michael H. McKay Trust(2)

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	8,000		8,000(4)	D
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	73,197		73,197	I	By Michael H. McKay Trust(2)

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. The reported shares are held by a trust for which the reporting person serves as sole trustee, and in such capacity shares the power to vote and direct the disposition of such 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. Includes 8,000 restricted shares of Class B common stock with time-based vesting criteria previously granted under the Construction Partners, Inc. 2024 Restricted Stock Plan that vest as follows: (i) 5,333 shares on January 1, 2027 and (ii) 2,667 shares on January 1, 2028. Under the terms of the award agreement, the reporting person has sole voting power with respect to the shares.

Remarks:

	/s/ Michael H. McKay	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).
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FAQ

What insider transaction did Construction Partners (ROAD) disclose in this filing?

The report shows that director Michael H. McKay made a charitable donation of 1,000 shares of Class A common stock of Construction Partners, Inc. on 12/16/2025 at a reported price of $0.

How many Construction Partners (ROAD) Class A shares does Michael H. McKay’s trust hold after the donation?

Following the reported charitable gift, a trust for which Michael H. McKay serves as sole trustee beneficially holds 22,192 shares of Class A common stock of Construction Partners, Inc. indirectly.

What is Michael H. McKay’s role at Construction Partners (ROAD)?

Michael H. McKay is identified as a director of Construction Partners, Inc. in the ownership report, and some of his holdings are reported as being held through a trust where he is the sole trustee.

What are the key terms of Construction Partners’ Class B common stock?

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. Holders of Class A and Class B vote together as a single class, with Class A entitled to one vote per share and Class B entitled to 10 votes per share. The Class B shares do not expire.

What Class B common stock holdings and vesting schedule does Michael H. McKay report at Construction Partners (ROAD)?

The report lists 73,197 shares of Class B common stock held indirectly through the trust and 8,000 restricted shares of Class B common stock held directly. These restricted shares vest in tranches of 5,333 shares on January 1, 2027 and 2,667 shares on January 1, 2028, and he has sole voting power over them.