Ned N. Fleming IV, Senior Vice President of Strategy and Business Development at Construction Partners, Inc. (NASDAQ: ROAD), filed a Form 4 on August 10, 2026, disclosing a grant of restricted Class B common stock and reporting his updated beneficial ownership positions.

Key Highlights

  • New grant: Fleming received 50,000 restricted shares of Class B common stock on August 6, 2026, under the Construction Partners, Inc. 2024 Restricted Stock Plan, vesting as a single tranche on September 30, 2030.
  • Direct Class A holdings: Following reported transactions, Fleming directly holds 43,964 shares of Class A common stock, including 3,461 restricted shares with time-based vesting through September 30, 2029.
  • Indirect Class A holdings: Fleming indirectly holds 9,333 shares of Class A common stock through Tar Frog Investment Management LLC, where he serves as co-manager.
  • Class B derivative positions: Fleming beneficially owns 150,869 Class B common stock derivative units directly, and 241,008 indirectly via the Ned N. Fleming, IV 2013 Trust, plus 140,572 indirectly via Tar Frog Investment Management LLC.
  • Cash-settled RSUs: Fleming holds 1,360 cash-settled restricted stock units under the Construction Partners, Inc. 2018 Equity Incentive Plan, vesting in tranches through September 30, 2028.
  • 10% owner group: According to the filing, Fleming and the Ned N. Fleming, IV 2013 Trust are each members of a 10% owner group of the issuer.

Fleming's Grant and Ownership Structure at Construction Partners

According to the filing, the earliest transaction date is August 6, 2026. On that date, Fleming was granted 50,000 restricted shares of Class B common stock under the Construction Partners, Inc. 2024 Restricted Stock Plan at a price of $0, with vesting contingent on his continued service through September 30, 2030. The filing notes that each share of Class B common stock is convertible into one share of Class A common stock at any time at the option of the holder, or upon transfer subject to certain exceptions. Holders of Class B common stock are entitled to 10 votes per share, while holders of Class A common stock are entitled to one vote per share, with both classes voting as a single class.

The filing reports that Fleming's direct holdings of Class A common stock total 43,964 shares following the reported transactions. This total includes 3,461 previously granted restricted shares with a four-tranche vesting schedule: 1,584 shares on September 30, 2026; 913 shares on September 30, 2027; 607 shares on September 30, 2028; and 357 shares on September 30, 2029. The filing states that Fleming has sole voting power over these restricted shares under the terms of the applicable award agreements.

Indirect holdings reported by Fleming include 9,333 shares of Class A common stock held through Tar Frog Investment Management LLC, for which he serves as co-manager and shares voting and disposition power. An additional 140,572 Class B common stock derivative securities are also held indirectly through Tar Frog. The Ned N. Fleming, IV 2013 Trust holds 241,008 Class B common stock derivative units, with Fleming serving as trustee. The filing also reports 1,360 cash-settled restricted stock units, each representing a contingent right to receive cash equal to the value of one share of Class A common stock on the applicable vesting date, vesting in three tranches through September 30, 2028.

What Was Disclosed

The Form 4 filed August 10, 2026, discloses a grant of 50,000 restricted Class B common stock shares to Fleming on August 6, 2026, and provides a full accounting of his direct and indirect beneficial ownership in Construction Partners, Inc. (NASDAQ: ROAD) across multiple security types.