8-K
filed February 24, 2023, 6:59 PM ET
ticker ROAD
CIK 0001718227
other
confidence high
sentiment neutral
materiality 0.20
Construction Partners shareholders approve officer liability limitation amendment, reelect directors
Construction Partners, Inc.
- Amendment to certificate of incorporation to limit officer liability for monetary damages approved with 120,688,027 votes for, 30,203,831 against.
- Craig Jennings and Mark R. Matteson reelected as Class II directors for terms expiring at 2026 annual meeting.
- Ratification of RSM US LLP as independent auditor for fiscal year ending September 30, 2023 approved with 152,512,260 votes for.
- Annual meeting held February 23, 2023; 98.5% of total voting power represented.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Construction Partners, Inc.: Stockholders approved an amendment to the Amended and Restated Certificate of Incorporation to eliminate personal liability of officers for monetary damages for breach of fiduciary duty, as permitted by Delaware law (effective 2023-02-23).
- Change
- charter amendment
- Effective
- 2023-02-23
Exact text from the filing
At the annual meeting of stockholders (the “Annual Meeting”) of Construction Partners, Inc. (the “Company”) held on February 23, 2023, as described below, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to eliminate the personal liability of the Company’s officers for monetary damages for breach of fiduciary duty as an officer, to the extent permitted by the Delaware General Corporation Law (the “Amendment”). The Amendment became effective upon the Company’s filing of a Certificate of Amendment to the Certificate of Incorporation with the Secretary of State of the State of Delaware on February 23, 2023 (“Certificate of Amendment”).
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Construction Partners, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accountants at the 2023-02-23 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
Proposal 2 : Ratification of Appointment of Independent Registered Public Accountants Votes For Votes Against Abstentions 152,512,260 37,334 4,510
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Construction Partners, Inc. shareholders approved Election of Class II Directors at the 2023-02-23 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
Proposal 1 : Election of Class II Directors Name Votes For Withhold Authority Broker Non-Votes Craig Jennings 136,786,788 14,125,136 1,642,180 Mark R. Matteson 118,915,850 31,996,074 1,642,180
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Construction Partners, Inc. shareholders approved Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation to Limit the Liability of Certain Officers of the Company at the 2023-02-23 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
Proposal 3 : Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation to Limit the Liability of Certain Officers of the Company Votes For Votes Against Broker Non-Votes Abstentions 120,688,027 30,203,831 1,642,180 20,066
View on SEC.gov
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