SEC Form 3/A · accession 0001739538-18-000002
Construction Partners, Inc. · ROAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 3/A). It replaces an earlier filing for the same period.
Reporting owner
John A. Walker
Officer — Senior Vice President
Period of report
May 3, 2018
Accepted (ET)
Nov 21, 2018 · 1:50 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001718227
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | holding | — | — | — | 9,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2 | — | holding | — | — | — | — | — | Class A Common Stock | 75,600 | — | D |
| Stock Option (right to buy)F3,F4 | $5.70 | holding | — | — | — | — | Jul 1, 2018 | Class B Common Stock | 45,301 | — | D |
Explanation of responses
- F1These shares were purchased through a directed share program in connection with the initial public offering of Class A common stock, par value $0.001 per share ("Class A Common Stock") of Construction Partners, Inc. (the "Issuer"), and were inadvertently omitted from the reporting person's original Form 3 and a subsequent Form 4.
- F2Each 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 (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.
- F3These options vested in three substantially equal installments on each of the following dates: July 1, 2012, July 1, 2013 and July 1, 2014.
- F4These options were exercised in full by the reporting person on June 29, 2018. The terms of the exercise transaction were reported on a Form 4 filed with the Securities and Exchange Commission on July 3, 2018.