Construction Partners, Inc. — Director's Dealing 2020

Aug 14, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Construction Partners, Inc. (ROAD)
CIK: 0001718227
Period of Report: 2020-08-11

Reporting Person: Owens Charles E (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-12	Class A Common Stock	S	49952	$20.82	Disposed	395568	Indirect
2020-08-12	Class A Common Stock	S	600	$21.77	Disposed	394968	Indirect
2020-08-11	Class A Common Stock	S	56955	$20.06	Disposed	338013	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-11	Class B Common Stock	$	S	179582	Disposed		Class A Common Stock (179582.0)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (1250000.0)	1250000	Indirect

Footnotes

F1: The reported transaction was effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2020.

F2: The reported sale price represents the weighted average sales price for a number of transactions effected at prices ranging from $20.45 to $21.40. The reporting person has provided to Construction Partners, Inc. (the "Issuer"), and undertakes to provide upon request to the SEC staff, or any security holder of the Issuer, information regarding the number of shares sold at each separate price within the range.

F3: The reported shares are held by a trust for which the reporting person serves as sole trustee, and in such capacity holds the sole power to vote and direct the disposition of such shares.

F4: The reported sale price represents the weighted average sales price for a number of transactions effected at prices ranging from $21.58 to $21.95. The reporting person has provided to the Issuer, and undertakes to provide upon request to the SEC staff, or any security holder of the Issuer, information regarding the number of shares sold at each separate price within the range.

F5: The reported sale price represents the weighted average sales price for a number of transactions effected at prices ranging from $19.84 to $20.52. The reporting person has provided to the Issuer, and undertakes to provide upon request to the SEC staff, or any security holder of the Issuer, information regarding the number of shares sold at each separate price within the range.

F6: Each share of Class B common stock, par value $0.001 per share ("Class B common stock"), of the Issuer is convertible into one share of Class A common stock, par value $0.001 per share ("Class A common stock") of the Issuer (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.

F7: The reported transaction represents a privately negotiated sale of Class B common stock.

F8: The reported shares are held by Grace, Ltd., an Alabama limited partnership, for which the reporting person serves as general partner, and in such capacity holds the sole power to vote and direct the disposition of such shares.