Sec Form 4 Filing - Harper John L @ Construction Partners, Inc. - 2022-05-12

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
Harper John L
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)
05/12/2022
(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
Class A Common Stock 05/12/2022 P( 1 ) 15,000 A $ 20.83( 2 ) 15,000 I By Frances Harper Trust( 3 )
Class A Common Stock 05/12/2022 P( 1 ) 15,000 A $ 21.05( 4 ) 15,000 I By Family Trust( 5 )
Class A Common Stock 250,078( 6 ) D
Class A Common Stock 500 I By spouse
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Harper John L
290 HEALTHWEST DRIVE, SUITE 2
DOTHAN, AL36303
Senior Vice President
Signatures
/s/ R. Alan Palmer, attorney-in-fact 05/16/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This transaction may be deemed to be matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, with a previously reported sale transaction. The reporting person voluntarily disgorged any profits realized from such transactions to Construction Partners, Inc. (the "Issuer").
( 2 )The reported purchase price represents the weighted average purchase price for a number of transactions effected at prices ranging from $20.49 to $21.39, inclusive. 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.
( 3 )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.
( 4 )The reported purchase price represents the weighted average purchase price for a number of transactions effected at prices ranging from $20.73 to $21.20, inclusive. 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.
( 5 )The reported shares are held by a trust for which the reporting person serves as co-trustee, and in such capacity shares the power to vote and direct the disposition of such shares.
( 6 )Includes 57,833 restricted shares with time-based vesting criteria previously granted under the Construction Partners, Inc. 2018 Equity Incentive Plan that vest as follows: (i) 3,263 shares in one-third increments on September 30, 2022, 2023 and 2024, (ii) 4,570 shares in one-fourth increments on September 30, 2022, 2023, 2024 and 2025, and (iii) 50,000 shares in one-half increments on September 30, 2024 and 2025. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares.

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).

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