Amended Statement of Changes in Beneficial Ownership (4/a)
22 Enero 2021 - 5:16PM
Edgar (US Regulatory)
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 OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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SunTx Capital Management Corp. |
2. Issuer Name and Ticker or Trading Symbol
Construction Partners, Inc.
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ROAD
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
5420 LBJ FREEWAY, SUITE 1000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/14/2021 |
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(Street)
DALLAS, TX 75240
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
1/19/2021 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Class A Common Stock | 1/14/2021 | | S | | 415971 | D | $32.35 (1) | 393296 | I | By SunTx Fulcrum Dutch Investors Prime, L.P. (2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 |
| Explanation of Responses: |
| (1) | The price was incorrectly reported on the reporting persons' original Form 4 filed on January 19, 2021. |
| (2) | These securities of the Issuer are directly held by SunTx Fulcrum Dutch Investors Prime, L.P. ("SunTx Fulcrum Dutch Fund"). The general partner of SunTx Fulcrum Dutch Fund is SunTx Capital Partners L.P. ("SunTx Partners GP"). |
| (3) | The general partner of SunTx Partners GP is SunTx Capital Management Corp. ("SunTx Capital Management"). Ned N. Fleming, III, a director of the Issuer, is the sole shareholder and director of SunTx Capital Management. Craig Jennings and Mark R. Matteson, each a director of the Issuer, are each executive officers of SunTx Capital Management. Each of SunTx Partners GP, SunTx Capital Management, Mr. Fleming, Mr. Jennings and Mr. Matteson may be deemed to beneficially own securities of the Issuer held by SunTx Fulcrum Dutch Fund. Each such entity and person disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein and this report shall not be deemed an admission that any such entity or person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
Remarks:
Each of Ned N. Fleming, III, Craig Jennings and Mark R. Matteson serves on the Board of Directors of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons other than Mr. Fleming, Mr. Jennings and Mr. Matteson are deemed directors by deputization by virtue of their representation on the Board of Directors of the Issuer. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
SunTx Capital Management Corp.
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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SunTX CPI Expansion Fund GP, L.P.
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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SUNTX CAPITAL PARTNERS L P
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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SunTx CPI Expansion Fund LP
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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SunTx Fulcrum Fund Prime, L.P.
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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SunTx Fulcrum Dutch Investors Prime, L.P.
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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Fleming Ned N III
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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Jennings Craig
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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Matteson Mark R
5420 LBJ FREEWAY, SUITE 1000
DALLAS, TX 75240 | X | X |
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Signatures
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| SUNTX CAPITAL MANAGEMENT CORP., Name: /s/ Ned N. Fleming, III, Title: Director | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| SUNTX CPI EXPANSION FUND GP, L.P., By: SunTx Capital Management Corp, its general partner, Name: /s/ Ned N. Fleming, III, Title: Director | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| SUNTX CAPITAL PARTNERS L.P., By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| SUNTX CPI EXPANSION FUND, L.P., By: SunTx CPI Expansion Fund GP, L.P., its general partner, By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| SUNTX FULCRUM FUND PRIME, L.P., By: SunTx Capital Partners L.P., its general partner, By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| SUNTX FULCRUM DUTCH INVESTORS PRIME, L.P., By: SunTx Capital Partners L.P., its general partner, By: SunTx Capital Management Corp., its general partner, Name: /s/ Ned N. Fleming, III, Title: Director | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| /s/ Ned N. Fleming, III | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| /s/ Craig Jennings | | 1/22/2021 |
| **Signature of Reporting Person | Date |
| /s/ Mark R. Matteson | | 1/22/2021 |
| **Signature of Reporting Person | Date |
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