ROAD insider details Class A and Class B holdings in Form 4

Rhea-AI Filing Summary

Construction Partners, Inc. (ROAD) reported that its President, CEO and director surrendered 12,785 shares of Class A common stock on 11/19/2025 to the company to cover tax withholding tied to the vesting of previously granted performance-based restricted stock units. The share value for this tax withholding was set at $112.02 per share, based on the Class A closing price on November 4, 2025, the vesting date.

After this transaction, the insider beneficially owns 47,211 shares of Class A common stock directly, including 13,553 restricted shares that vest in tranches from September 30, 2026 through September 30, 2029, and 9,333 shares held indirectly through Tar Frog Investment Management LLC. The insider also reports 433,497 shares of Class B common stock held directly and 140,572 Class B shares held indirectly through Tar Frog, each Class B share being convertible into one Class A share and carrying 10 votes per share.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Smith Fred Julius III

Role President and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	12,785	$112.02	$1.43M
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 47,211 shares (Direct); Class B Common Stock — 433,497 shares (Direct); Class B Common Stock — 140,572 shares (Indirect, By Tar Frog Investment Management LLC); Class A Common Stock — 9,333 shares (Indirect, By Tar Frog Investment Management LLC)

Footnotes (1)

1. The reported transaction represents the surrender by the reporting person of shares of Class A common stock, $0.001 par value ("Class A common stock"), to Construction Partners, Inc. (the "Issuer") to satisfy tax withholding obligations upon the vesting and issuance of Class A common stock pursuant to performance-based restricted stock units previously awarded to the reporting person under the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Incentive Plan"). Pursuant to the terms of the Incentive Plan and the applicable award agreements, the number of shares surrendered was determined using a value of $112.02 per share, the closing price for a share of Class A common stock on November 4, 2025, the vesting date. Includes 13,553 restricted shares of Class A common stock with time-based vesting criteria previously granted under the Incentive Plan that vest as follows: (i) 6,227 shares on September 30, 2026, (ii) 4,105 shares on September 30, 2027, (iii) 2,267 shares on September 30, 2028, and (iv) 954 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. 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. 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.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Smith Fred Julius III

(Last) (First) (Middle)

290 HEALTHWEST DRIVE

SUITE 2

(Street)

DOTHAN AL 36303

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Construction Partners, Inc. [ ROAD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	11/19/2025		F		12,785(1)	D	$112.02	47,211(2)	D
Class A Common Stock								9,333	I	By Tar Frog Investment Management LLC(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(4)							(4)	(4)	Class A Common Stock	433,497		433,497	D
Class B Common Stock	(4)							(4)	(4)	Class A Common Stock	140,572		140,572	I	By Tar Frog Investment Management LLC(3)

Explanation of Responses:

1. The reported transaction represents the surrender by the reporting person of shares of Class A common stock, $0.001 par value ("Class A common stock"), to Construction Partners, Inc. (the "Issuer") to satisfy tax withholding obligations upon the vesting and issuance of Class A common stock pursuant to performance-based restricted stock units previously awarded to the reporting person under the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Incentive Plan"). Pursuant to the terms of the Incentive Plan and the applicable award agreements, the number of shares surrendered was determined using a value of $112.02 per share, the closing price for a share of Class A common stock on November 4, 2025, the vesting date.

2. Includes 13,553 restricted shares of Class A common stock with time-based vesting criteria previously granted under the Incentive Plan that vest as follows: (i) 6,227 shares on September 30, 2026, (ii) 4,105 shares on September 30, 2027, (iii) 2,267 shares on September 30, 2028, and (iv) 954 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.

3. 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.

4. 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.

Remarks:

	/s/ Fred J. Smith, III	11/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did ROAD’s CEO report on this Form 4?

The President, CEO and director of Construction Partners, Inc. (ROAD) reported surrendering 12,785 shares of Class A common stock to the company on 11/19/2025 to satisfy tax withholding obligations related to the vesting of performance-based restricted stock units.

At what price were the surrendered ROAD shares valued?

The 12,785 surrendered Class A shares were valued at $112.02 per share, which was the closing price of Construction Partners Class A common stock on November 4, 2025, the vesting date.

How many ROAD Class A shares does the insider own after this transaction?

Following the reported transaction, the insider beneficially owns 47,211 Class A common shares directly and 9,333 Class A shares indirectly through Tar Frog Investment Management LLC.

What restricted ROAD shares are still subject to time-based vesting?

The holdings include 13,553 restricted Class A shares with time-based vesting: 6,227 shares vest on September 30, 2026, 4,105 shares on September 30, 2027, 2,267 shares on September 30, 2028, and 954 shares on September 30, 2029.

How many ROAD Class B shares does the insider report owning?

The insider reports 433,497 shares of Class B common stock held directly and 140,572 Class B shares held indirectly through Tar Frog Investment Management LLC.

What is the relationship between ROAD Class A and Class B common stock?

Each share of Class B common stock is convertible into one share of Class A common stock, either at the holder’s option or upon most transfers or an election by holders of a majority of Class B shares. Class A shares have one vote per share, while Class B shares have 10 votes per share.

Who is Tar Frog Investment Management LLC in relation to ROAD share ownership?

Tar Frog Investment Management LLC is a limited liability company through which the reporting person holds indirect interests in 9,333 Class A shares and 140,572 Class B shares, sharing power to vote and dispose of those shares as a co-manager.