6 unchanged sentences
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in “Internal Control—Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: Under guidelines established by the SEC, reporting companies are permitted to exclude certain acquisitions from their first assessment of internal control over financial reporting following the acquisition date.
+Added: In connection with its evaluation of the effectiveness of our internal controls over financial reporting as of September 30, 2025, management excluded from its assessment (i) Asphalt Inc., LLC d/b/a Lone Star Paving, acquired on November 1, 2024, (ii) Overland Corporation, acquired on January 2, 2025, (iii) PRI of East Tennessee, Inc., acquired on May 1, 2025, and (iv) Durwood Greene Construction Co.
+Added: and G&S Asphalt, Inc.
+Added: d/b/a American Materials, Inc., acquired on August 1, 2025.
+Added: The aggregate revenues represented by these businesses excluded from management’s assessment at September 30, 2025 represented 22% of our consolidated total revenues for the fiscal year ended September 30, 2025.
+Added: These businesses will be included in management’s assessment of the effectiveness of internal controls over financial reporting as of September 30, 2026.
Based on the results of our evaluation, our management concluded that our internal control over financial reporting was effective as of September 30, 2025.
73 unchanged sentences
001-38479) filed on November 4, 2024)
+Added: 10.2E## Fifth Amendment to Third Amended and Restated Credit Agreement, dated as of June 30, 2025, by and among Construction Partners, Inc., each of its wholly owned subsidiaries, as co-borrowers, certain of its wholly owned subsidiaries, as guarantors, PNC Bank, National Association, as administrative agent and lender, PNC Capital Markets LLC, as joint lead arranger and sole bookrunner, BofA Securities, Inc., TD Bank, N.A., Regions Bank and City National Bank, each as a joint lead arranger, and certain other lenders party thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No.
+Added: 001-38479) filed on July 2, 2025)
10.3## Term Loan Credit Agreement, dated as of November 1, 2024, by and among Construction Partners, Inc.
14 unchanged sentences
333-224174) filed on April 23, 2018)
+Added: Number Description
10.5A† First Amendment to the Construction Partners, Inc.
4 unchanged sentences
001-38479) filed on March 22, 2024)
−Removed: 10.5C† Form of Restricted Stock Award under the Construction Partners, Inc.
+Added: 10.5C† Third Amendment to the Construction Partners, Inc.
+Added: 2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q (File No.
+Added: 001-38479) filed on May 9, 2025)
+Added: 10.5D† Form of Restricted Stock Award under the Construction Partners, Inc.
2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.9 to the Registration Statement on Form S-1 (File No.
333-224174) filed on April 6, 2018)
−Removed: Number Description
−Removed: 10.5D† Form of Performance Stock Unit Award Agreement under the Construction Partners, Inc.
−Removed: 2018 Equity Incentive Plan (Revenue Growth Rate and ROCE Vesting Criteria) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No.
−Removed: 001-38479) filed on January 5, 2022)
10.5E† Form of Performance Stock Unit Award Agreement under the Construction Partners, Inc.
−Removed: 2018 Equity Incentive Plan (Revenue Growth Rate and Adjusted EBITDA Margin Vesting Criteria) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No.
+Added: 2018 Equity Incentive Plan ( Share Settlement Only ) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No.
001-38479) filed on November 9, 2022)
−Removed: 10.5F† Form of Cash-Settled Restricted Stock Unit Award Agreement under the Construction Partners, Inc.
+Added: 10.5F† Form of Performance Stock Unit Award Agreement under the Construction Partners, Inc.
+Added: 2018 Equity Incentive Plan (Cash or Share Settlement) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No.
+Added: 001-38479) filed on November 1 0 , 2025)
+Added: 10.5G† Form of Cash-Settled Restricted Stock Unit Award Agreement under the Construction Partners, Inc.
2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.4E to the Annual Report on Form 10-K (File No.
3 unchanged sentences
001-38479) filed on March 22, 2024)
−Removed: 10.6A†* Form of Restricted Stock Award Agreement under the Construction Partners, Inc.
−Removed: 2024 Restricted Stock Plan
+Added: 10.6A† F irst Amendme nt to the Construction Partners, Inc.
+Added: 2024 Restricted Stock Plan (incorporated by reference to Exhibit 10.1 to the Quarterly Report on F orm 10-Q (File No.
+Added: 001-38479) filed on May 9, 2025)
+Added: 10.6B† Form of Restricted Stock Award Agreement under the Construction Partners, Inc.
+Added: 2024 Restricted Stock Plan (incorporated by reference to Exhibit 10.6A to the Annual Report on Form 10-K (File No.
+Added: 001-38479) filed on November 25, 2024)
10.7† Construction Partners, Inc.
20 unchanged sentences
19.1 Construction Partners, Inc.
−Removed: Policy Prohibiting Insider Trading and Unauthorized Disclosure of Information to Others
+Added: Policy Prohibiting Insider Trading and Unauthorized Disclosure of Information to Others (incorporated by reference to Exhibit 19.1 to the Annual Report on Form 10-K (File No.
+Added: 001-38479) filed on November 25, 2024)
19.2 Construction Partners, Inc.
−Removed: Supplemental Policy Concerning Trading in Company Securities by Certain Designated Persons
+Added: Supplemental Policy Concerning Trading in Company Securities by Certain Designated Persons (incorporated by reference to Exhibit 19.2 to the Annual Report on Form 10-K (File No.
+Added: 001-38479) filed on November 25, 2024)
21.1* List of Significant Subsidiaries of Construction Partners, Inc.
3 unchanged sentences
32.1** Certification of President and Chief Executive Officer pursuant to 18 U.S.C.
+Added: Number Description
32.2** Certification of Chief Financial Officer pursuant to 18 U.S.C.
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* Filed herewith.
−Removed: Number Description
** Furnished herewith.
14 unchanged sentences
Hoffman Senior Vice President and Chief Financial Officer November 24, 2025
−Removed: Hoffman (Principal Financial Officer)
−Removed: Andrews Chief Accounting Officer November 25, 2024
−Removed: Andrews (Principal Accounting Officer)
+Added: Hoffman (Principal Financial Officer and Principal Accounting Officer)
Fleming, III Executive Chairman of the Board November 24, 2025
11 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.