Construction Partners, Inc. — Director's Dealing 2021

Oct 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Construction Partners, Inc. (ROAD)
CIK: 0001718227
Period of Report: 2021-10-15

Reporting Person: Palmer Royce Alan (EVP, Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-15	Class A Common Stock	M	10000	—	Acquired	33500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-15	Class B Common Stock	$	C	10000	Disposed		Class A Common Stock (10000.0)	Direct

Footnotes

F1: As permitted by the amended and restated certificate of incorporation of Construction Partners, Inc. (the "Issuer"), the reporting person has elected to convert the reported number of shares of Class B common stock, par value $0.001 per share ("Class B common stock") on a one-for-one basis into shares of Class A common stock, par value $0.001 per share ("Class A common stock").

F2: Includes 20,000 restricted shares of Class A common stock with time-based vesting criteria previously granted to the reporting person under the Issuer's 2018 Equity Incentive Plan that vest in one-half installments on September 30, 2024 and 2025. Under the terms of the award agreement, the reporting person has sole voting power with respect to the reported shares.

F3: Each share of 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 Company'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.