Sec Form 4 Filing - Walker John A. @ Construction Partners, Inc. - 2018-06-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Walker John A.
2. Issuer Name and Ticker or Trading Symbol
Construction Partners, Inc. [ ROAD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last) (First) (Middle)
290 HEALTHWEST DRIVE, SUITE 2
3. Date of Earliest Transaction (MM/DD/YY)
06/29/2018
(Street)
DOTHAN, AL36303
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option (right to buy) $ 5.7 06/29/2018 M 45,301 ( 1 ) 07/01/2018 Class B Common Stock 45,301 $ 0 0 D
Class B Common Stock ( 2 ) ( 3 ) 06/29/2018 M 45,301 ( 2 )( 3 ) ( 2 )( 3 ) Class A Common Stock 45,301 $ 5.7 120,901 D
Class B Common Stock ( 2 ) ( 3 ) 06/29/2018 F( 4 ) 30,890 ( 2 )( 3 ) ( 2 )( 3 ) Class A Common Stock 30,890 $ 13.17 90,011 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Walker John A.
290 HEALTHWEST DRIVE, SUITE 2
DOTHAN, AL36303
Senior Vice President
Signatures
JOHN A. WALKER, Name: /s/ R. Alan Palmer, attorney-in-fact 07/03/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These options vested in three substantially equal installments on each of the following dates: July 1, 2012, July 1, 2013 and July 1, 2014.
( 2 )Each share of Class B Common Stock, par value $0.001 per share ("Class B Common Stock"), of the Issuer is convertible at any time at the option of the holder thereof into one share of Class A Common Stock, par value $0.001 per share ("Class A Common Stock") of the Issuer. 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. Further, each share of Class B Common Stock will automatically convert into one share of Class A Common Stock upon any transfer, whether or not for value,
( 3 )(Continued from Footnote 2) except upon certain transfers described in the Issuer's amended and restated certificate of incorporation. 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.
( 4 )This disposition of shares of Class B Common Stock represents the withholding of shares by the Issuer to pay the exercise price of the options and to satisfy the holder's tax withholding obligation upon the exercise of the options.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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