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Construction Partners, Inc. (ROAD): Form 4 by Ned N. Fleming, IV. On 10/17/2025, the reporting person received 4,925 immediately vested shares of Class A common stock at $0 under the 2018 Equity Incentive Plan and 12,134 immediately vested Class B common shares under the 2024 Restricted Stock Plan (each Class B share is convertible into one Class A share).
On 10/20/2025, he surrendered 4,154 Class A shares at $115.01 to satisfy tax withholding upon vesting. Following these transactions, he directly holds 41,528 Class A shares, plus 9,333 Class A indirectly via Tar Frog Investment Management LLC. He also reports 100,869 Class B directly, 241,008 Class B via the Ned N. Fleming, IV 2013 Trust, 140,572 Class B via Tar Frog, and 1,360 cash-settled RSUs outstanding.
Construction Partners (ROAD) reported a Form 4 for its Senior VP, Personnel and Admin. On 10/17/2025, the officer received 2,463 immediately vested Class A shares at $0 under the 2018 Equity Incentive Plan. On 10/20/2025, the officer surrendered 1,025 shares at $115.01 to cover tax withholding upon vesting.
After these transactions, the officer beneficially owns 22,233 Class A shares. This includes 3,411 restricted shares scheduled to vest: 1,792 on September 30, 2026; 1,119 on September 30, 2027; and 500 on September 30, 2028.
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.
Robert G. Baugnon, Senior VP, Personnel and Admin and a director of Construction Partners, Inc. (ROAD), reported two changes in his Class A common stock holdings in early October 2025. On 10/01/2025 he purchased 72 shares under the company Employee Stock Purchase Plan at $88.99 per share. On 10/02/2025 he surrendered 5,152 shares to satisfy tax withholding on vested restricted shares, using a valuation of $127.00 per share (the closing price on the 9/30/2025 vesting date).
Following these transactions Mr. Baugnon directly owned 20,795 shares of Class A common stock. The filing discloses an outstanding balance of 3,411 time‑vested restricted shares that vest in tranches on 9/30/2026 (1,792 shares), 9/30/2027 (1,119), and 9/30/2028 (500). The reporting person has sole voting power over the reported shares.
Gregory A. Hoffman, Senior VP, Finance and director of Construction Partners, Inc. (ROAD), reported on Form 4 that on 10/02/2025 he surrendered 8,051 shares of Class A common stock to the company to satisfy tax withholding obligations at a value of $127.00 per share.
After the surrender, Mr. Hoffman beneficially owns 37,143 shares of Class A common stock. The filing also discloses 5,131 restricted Class A shares remaining with time-based vesting through 9/30/2028, and references 11,000 shares of Class B common stock convertible into Class A.
Ned N. Fleming, IV, a reporting person for Construction Partners, Inc. (ROAD), surrendered 444 shares of Class A common stock on 10/02/2025 to satisfy tax withholding arising from the vesting of restricted shares. The shares were valued at $127.00 per share, the closing price on the vesting date. After the surrender, the filing reports 40,757 Class A shares beneficially owned directly and 9,333 Class A shares held indirectly by Tar Frog Investment Management LLC, for which Mr. Fleming serves as co-manager.
The filing also discloses larger positions through convertible Class B shares and trust holdings: 88,735 Class A shares owned directly (converted equivalent), 241,008 Class A shares indirectly held by the Ned N. Fleming, IV 2013 Trust, 140,572 Class A shares indirectly held by Tar Frog Investment Management LLC, and 1,360 cash‑settled RSUs with time‑based vesting through 2028.
Judson Ryan Brooks, Senior Vice President, Legal of Construction Partners, Inc. (ROAD), reported a transaction dated 10/02/2025 in which he surrendered 6,481 shares of Class A common stock to the company to satisfy tax withholding obligations upon the vesting of previously awarded restricted shares. The shares were valued at $127.00 per share based on the closing price on 9/30/2025. After the surrender, Mr. Brooks beneficially owns 25,254 shares of Class A common stock and holds additional time‑based restricted shares and cash‑settled restricted stock units that vest through 9/30/2028. The filing discloses the conversion and voting features of the Class B shares and confirms the RSUs are cash‑settled.
Fred J. Smith III, President, CEO and a director of Construction Partners, Inc. (ROAD), reported on 10/02/2025 the surrender of 26,651 shares of Class A common stock to the issuer to satisfy tax withholding on vested restricted shares, using a per‑share value of $127.00. After the reported disposition Mr. Smith directly beneficially owns 40,275 shares of Class A stock and indirectly holds an additional 9,333 Class A shares through Tar Frog Investment Management LLC, of which he is co‑manager. The filing also shows substantial convertible Class B holdings underlying 424,388 Class A shares directly and 140,572 indirectly; Class B shares convert one‑for‑one to Class A and carry 10 votes per share.
Michael H. McKay, a director of Construction Partners, Inc. (ROAD), reported an insider sale and current holdings. The Form 4 shows Mr. McKay directly disposed of 1,000 shares of Class A common stock on 09/18/2025 for $0 reported price, reducing his directly held Class A shares to 23,192, held indirectly through the Michael H. McKay Trust. The filing also reports derivative-related holdings: 8,000 restricted Class B shares (convertible to Class A) granted under the 2024 Restricted Stock Plan with time-based vesting through 2028, and an indirect ownership of 73,197 Class A shares held by the trust. The trustee role gives Mr. McKay sole voting and dispositive power over the trust shares.
Geneva Capital Management LLC reported beneficial ownership of 2,001,846 shares of Construction Partners, Inc. Class A common stock, representing 4.2% of the class. Geneva discloses shared voting power for 1,930,124 shares and shared dispositive power for all 2,001,846 shares, with no sole voting or dispositive power. The filing states the shares are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer. Geneva is organized in Delaware and lists its principal office in Milwaukee, WI.