Construction Partners (ROAD) awards 50,000 Class B restricted shares to senior VP Fleming
Rhea-AI Filing Summary
Fleming Ned N. IV reported acquisition or exercise transactions in this Form 4 filing.
Construction Partners, Inc. reported that Senior VP of Strategy & Business Development Ned N. Fleming IV received a grant of 50,000 restricted shares of Class B common stock on August 6, 2026. These Class B shares vest as a single tranche on September 30, 2030, subject to his continued service, and are convertible into Class A shares on a one-for-one basis with enhanced voting rights.
After this award, he holds 150,869 Class B shares directly and additional Class B interests indirectly through a trust and an LLC. He also holds 43,964 Class A shares directly (including 3,461 time-vested restricted shares), 9,333 Class A shares indirectly via an LLC, and 1,360 cash-settled RSUs tied to Class A stock, each with stated time-based vesting schedules.
Positive
- None.
Negative
- None.
Insider Trade Summary
6 transactions reported
Mixed
6 txns
Insider
Fleming Ned N. IV
Role
Senior VP - Strategy & Bus Dev
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class B Common Stock F3, F4, F5 | 50,000 | $0.00 | $0.00 |
| holding | Class B Common Stock F3, F6 | -- | -- | -- |
| holding | Class B Common Stock F3, F2 | -- | -- | -- |
| holding | Restricted Stock Units F7, F8 | -- | -- | -- |
| holding | Class A Common Stock F1 | -- | -- | -- |
| holding | Class A Common Stock F2 | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 150,869 shares (Direct);
Class B Common Stock — 241,008 shares (Indirect, By the Ned N. Fleming, IV 2013 Trust);
Class B Common Stock — 140,572 shares (Indirect, By Tar Frog Investment Management LLC);
Restricted Stock Units — 1,360 shares (Direct);
Class A Common Stock — 43,964 shares (Direct);
Class A Common Stock — 9,333 shares (Indirect, By Tar Frog Investment Management LLC)
Footnotes (8)
- F1. Includes 3,461 restricted shares of Class A common stock, $0.001 par value ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") with time-based vesting criteria previously granted under the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Incentive Plan") that vest as follows, in each case, subject to the reporting person's continued service with the Issuer through the applicable vesting date: (i) 1,584 shares on September 30, 2026, (ii) 913 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.
- F2. The reported shares are held by a limited liability company for which the reporting person serves as co-manager, and, in such capacity, shares the power to vote and direct the disposition of the shares.
- F3. Each share of Class B common stock, $0.001 par value, of the Issuer ("Class B common stock") 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.
- F4. The reported transaction represents a grant of restricted shares of Class B common stock with time-based vesting criteria under the Construction Partners, Inc. 2024 Restricted Stock Plan (the "Restricted Stock Plan"). The shares of Class B common stock subject to the reported award vest as a single tranche on September 30, 2030, subject to the reporting person's continued service with the Issuer through such date.
- F5. Includes 50,000 restricted shares of Class B common stock with time-based vesting criteria granted under the 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.
- F6. The reported shares are owned directly by the Ned N. Fleming, IV 2013 Trust (the "Trust") and indirectly by Ned N. Fleming, IV as trustee of the Trust. Each of the Trust and Ned N. Fleming, IV are members of a 10% owner group of the Issuer.
- 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 1,360 cash-settled RSUs with time-based vesting criteria previously granted under the Incentive Plan that vest as follows, in each case, subject to the reporting person's continued service with the Issuer through the applicable vesting date: (i) 554 RSUs on September 30, 2026, (ii) 556 RSUs on September 30, 2027, and (iii) 250 RSUs on September 30, 2028.
Key Figures
Restricted Class B shares granted: 50,000 shares
Direct Class B holdings after grant: 150,869 shares
Trust-held Class B underlying shares: 241,008 shares
+4 more
7 metrics
Restricted Class B shares granted
50,000 shares
Grant of restricted Class B common stock on August 6, 2026
Direct Class B holdings after grant
150,869 shares
Class B common stock directly held following the reported award
Trust-held Class B underlying shares
241,008 shares
Underlying Class A-equivalent shares held by the Ned N. Fleming, IV 2013 Trust
LLC-held Class B underlying shares
140,572 shares
Underlying Class A-equivalent shares held via Tar Frog Investment Management LLC
Direct Class A common stock
43,964 shares
Includes 3,461 time-vested restricted Class A shares
Cash-settled RSUs outstanding
1,360 units
RSUs tied to Class A common stock vesting 2026–2028
Indirect Class A via LLC
9,333 shares
Class A common stock held through Tar Frog Investment Management LLC
Key Terms
Class B common stock, Restricted Stock Units, time-based vesting criteria, cash-settled RSUs, +1 more
5 terms
Class B common stock financial
"Each share of Class B common stock, $0.001 par value, of the Issuer"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Restricted Stock Units financial
"security_title": "Restricted Stock Units""
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
time-based vesting criteria financial
"restricted shares of Class B common stock with time-based vesting criteria"
cash-settled RSUs financial
"Includes 1,360 cash-settled RSUs with time-based vesting criteria"
10% owner group financial
"are members of a 10% owner group of the Issuer"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider equity grant did Construction Partners (ROAD) report for Ned N. Fleming IV?
Construction Partners reported that Ned N. Fleming IV received a grant of 50,000 restricted Class B shares on August 6, 2026. These shares vest in a single tranche on September 30, 2030, contingent on his continued service with the company.
What indirect Class B holdings in Construction Partners (ROAD) are associated with Ned N. Fleming IV?
Indirectly, Class B shares are held through a 2013 trust with 241,008 underlying Class A-equivalent shares and 140,572 underlying shares via Tar Frog Investment Management LLC. Fleming is trustee or co‑manager, sharing or exercising authority as described.
What Class A common stock does Ned N. Fleming IV hold in Construction Partners (ROAD)?
He holds 43,964 Class A shares directly, including 3,461 restricted shares with time-based vesting through 2029, and 9,333 Class A shares indirectly through Tar Frog Investment Management LLC, where he serves as co‑manager with shared voting and disposition power.
What RSU awards tied to Class A stock does Ned N. Fleming IV have at Construction Partners (ROAD)?
He holds 1,360 cash-settled RSUs, each representing the value of one Class A share on vesting. These RSUs vest in tranches of 554, 556, and 250 units on September 30 of 2026, 2027, and 2028, respectively, subject to continued service.