X0206 3 2018-05-03 0 0001718227 Construction Partners, Inc. ROAD 0001739211 Owens Charles E 290 HEALTHWEST DRIVE, SUITE 2 DOTHAN AL 36303 1 1 0 0 See Remarks 0001739559 Grace Ltd. 10 CHATEAU PLACE DOTHAN AL 36303 0 0 1 0 Class B Common Stock Class A Common Stock 2424139 I By Grace Ltd. Stock Option (right to buy) 5.70 2018-07-01 Class B Common Stock 238773 I By Grace Ltd. Each share of Class B Common Stock, par value $0.001 per share ("Class B Common Stock"), of Construction Partners, Inc. (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, except upon certain transfers described in the Issuer's amended and restated certificate of incorporation. (Continued from Footnote 1) 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. The securities of the Issuer reported herein are directly held by Grace Ltd. Charles E. Owns, the President, Chief Executive Officer and a director of the Issuer is the general partner of Grace Ltd. Mr. Owns may be deemed the beneficial owner of the securities of the Issuer held by Grace Ltd. Mr. Owns 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. These options vested in three substantially equal installments on each of the following dates: July 1, 2012, July 1, 2013 and July 1, 2014. Charles E. Owens is President and Chief Executive Officer of Construction Partners, Inc. (the "Issuer"). Mr. Owns also serves on the Board of Directors of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Grace Ltd. is deemed a director by deputization by virtue of its representation on the Board of Directors of the Issuer. CHARLES E. OWENS, Name: /s/ Charles E. Owens 2018-05-03 GRACE LTD., Name: /s/ Charles E. Owens, Title: General Partner 2018-05-03