{"filing":{"accession_number":"0001628280-26-055282","cik":"0001718227","ticker":"ROAD","company_name":"Construction Partners, Inc.","form":"8-K","filing_date":"2026-08-10","report_date":"2026-08-06","primary_document":"road-20260806.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1718227/000162828026055282/road-20260806.htm"},"events":[{"id":26665,"run_id":24240,"accession_number":"0001628280-26-055282","anchor_item_number":"7.01","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.9,"summary":"Michael H. McKay, a founding director and member of the Board since 2002 and the Audit Committee since 2008, died on July 22, 2026. His departure creates a material governance change and triggers a Nasdaq listing rule compliance issue.","company_name":"Construction Partners, Inc.","ticker":"ROAD","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27872,"accession_number":"0001628280-26-055282","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Michael H. McKay, a Board member since 2002 and Audit Committee member since 2008, died on July 22, 2026. While the disclosure is framed as a condolence announcement, the core event is the departure of a director due to death. The filing emphasizes McKay's long tenure, significant contributions to governance and strategy, and his role as a founding director, making this material to investors assessing board composition and continuity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:39:04.176505+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":26666,"run_id":24240,"accession_number":"0001628280-26-055282","anchor_item_number":"3.01","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"summary":"Construction Partners is not compliant with Nasdaq Listing Rule 5605(c)(2)(A) because the death of independent director Michael H. McKay reduced the Audit Committee below the required minimum of three independent directors. The Company is relying on a cure period ending July 22, 2027 to restore compliance.","company_name":"Construction Partners, Inc.","ticker":"ROAD","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27870,"accession_number":"0001628280-26-055282","item_number":"3.01","item_title":"Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing explicitly discloses that Construction Partners is not compliant with Nasdaq Listing Rule 5605(c)(2)(A) due to the death of independent director Michael H. McKay, which reduced the Audit Committee below the required minimum of three independent directors. The Company is relying on a cure period (ending July 22, 2027) to restore compliance, which is the classic structure of a delisting-risk disclosure under Item 3.01. While the underlying trigger is an executive departure (death), the Item 3.01 filing centers on the listing rule violation and cure period, making delisting_risk the appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:39:04.176505+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":26667,"run_id":24240,"accession_number":"0001628280-26-055282","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Construction Partners issued 619,000 restricted shares of Class B common stock to employees under the 2024 Restricted Stock Plan in reliance on Section 4(a)(2) of the Securities Act and Regulation D, representing a dilutive equity grant.","company_name":"Construction Partners, Inc.","ticker":"ROAD","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27871,"accession_number":"0001628280-26-055282","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The Item 3.02 disclosure describes an unregistered issuance of 619,000 restricted shares of Class B common stock to employees under the 2024 Restricted Stock Plan, issued in reliance on Section 4(a)(2) of the Securities Act and Regulation D. This is a classic equity grant to employees that dilutes existing shareholders. While the supplemental exhibit announces the death of board member Michael McKay, the primary 8-K Item being classified is the equity issuance, which is material to investors as it represents dilution and capital allocation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:39:04.176505+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":27870,"accession_number":"0001628280-26-055282","item_number":"3.01","item_title":"Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing explicitly discloses that Construction Partners is not compliant with Nasdaq Listing Rule 5605(c)(2)(A) due to the death of independent director Michael H. McKay, which reduced the Audit Committee below the required minimum of three independent directors. The Company is relying on a cure period (ending July 22, 2027) to restore compliance, which is the classic structure of a delisting-risk disclosure under Item 3.01. While the underlying trigger is an executive departure (death), the Item 3.01 filing centers on the listing rule violation and cure period, making delisting_risk the appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:39:04.176505+00:00","company_name":"Construction Partners, Inc.","ticker":"ROAD","filing_date":"2026-08-10"},{"id":27871,"accession_number":"0001628280-26-055282","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The Item 3.02 disclosure describes an unregistered issuance of 619,000 restricted shares of Class B common stock to employees under the 2024 Restricted Stock Plan, issued in reliance on Section 4(a)(2) of the Securities Act and Regulation D. This is a classic equity grant to employees that dilutes existing shareholders. While the supplemental exhibit announces the death of board member Michael McKay, the primary 8-K Item being classified is the equity issuance, which is material to investors as it represents dilution and capital allocation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:39:04.176505+00:00","company_name":"Construction Partners, Inc.","ticker":"ROAD","filing_date":"2026-08-10"},{"id":27872,"accession_number":"0001628280-26-055282","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Michael H. McKay, a Board member since 2002 and Audit Committee member since 2008, died on July 22, 2026. While the disclosure is framed as a condolence announcement, the core event is the departure of a director due to death. The filing emphasizes McKay's long tenure, significant contributions to governance and strategy, and his role as a founding director, making this material to investors assessing board composition and continuity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:39:04.176505+00:00","company_name":"Construction Partners, Inc.","ticker":"ROAD","filing_date":"2026-08-10"}]}