Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 27K
5: R1 Cover Page HTML 45K
7: XML IDEA XML File -- Filing Summary XML 12K
10: XML XBRL Instance -- road-20240412_htm XML 13K
6: EXCEL IDEA Workbook of Financial Report Info XLSX 8K
3: EX-101.LAB XBRL Labels -- road-20240412_lab XML 64K
4: EX-101.PRE XBRL Presentations -- road-20240412_pre XML 34K
2: EX-101.SCH XBRL Schema -- road-20240412 XSD 10K
8: JSON XBRL Instance as JSON Data -- MetaLinks 12± 18K
9: ZIP XBRL Zipped Folder -- 0001718227-24-000018-xbrl Zip 14K
(Registrant’s telephone number, including area code)
/
Not
Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i☐
Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
i☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading symbol(s)
Name of each exchange on which registered
iClass A common stock, $0.001 par value
iROAD
iThe
Nasdaq Stock Market LLC
(Nasdaq Global Select Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company i☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Information.
On April 12, 2024, Construction Partners, Inc. (the “Company”) announced
that its Board of Directors has authorized a stock repurchase program under which up to $40 million is available to purchase shares of the Company’s outstanding Class A common stock, par value $0.001 per share (“Class A common stock”), through September 30, 2025.
The Company intends to utilize the stock repurchase program to minimize the dilutive impact of awards granted under the Company’s equity incentive plans and to repurchase shares opportunistically. Shares of the Company’s Class A common stock may
be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions or by other means in accordance with federal securities laws, including Rule 10b5-1 plans. The stock repurchase program does not obligate the Company to repurchase any shares of Class A common stock, and the stock repurchase program may be modified, suspended, extended or terminated at any time by the Company’s Board of Directors. The actual timing, number and value of shares of Class A common stock repurchased will be determined by a committee of the Board of Directors at its discretion and will depend on a number of factors, including the market price of the Company’s Class A common stock,
capital allocation alternatives, general market and economic conditions and other corporate considerations.
Certain statements contained herein that are not statements of historical or current fact constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934. These statements may be identified by the use of words such as “seek”“continue,”“estimate,”“predict,”“potential,”“targeting,”“could,”“might,”“may,”“will,”“expect,”“should,”“anticipate,”“intend,”“project,”“outlook,”“believe,”“plan” and similar expressions or their negative. The forward-looking statements contained in this Current Report on
Form 8-K include, without limitation, statements relating to the Company’s plans to repurchase shares of Class A common stock under the stock repurchase program. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Important factors that could cause actual results to differ materially from those expressed in the forward-looking statements are set forth in the Company’s most recent Annual Report on Form 10-K, its subsequent Quarterly Reports on Form 10-Q, its Current Reports on Form 8-K and other reports the Company files with the Securities and Exchange Commission. Forward-looking
statements speak only as of the date they are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events, or circumstances or other changes affecting such statements except to the extent required by applicable law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.