Item 1.01. Entry into a Material Definitive Agreement.

In connection with the mergers described in Item 8.01 below, on December 31, 2019, Construction Partners, Inc. (the "Company") and each of its wholly owned subsidiaries entered into a Loan Modification Agreement and Amendment to Loan Documents (the "Amendment"), with BBVA USA (formerly known as Compass Bank), as agent for the lenders, and as a lender and issuing bank, and Bank of America, N.A., as a lender, that further amends the Credit Agreement, dated June 30, 2017, which has previously been amended by (i) the Amendment to Credit Agreement, dated June 30, 2017, (ii) the Loan Modification Agreement and Amendment to Loan Documents, dated November 14, 2017, (iii) the Loan Modification Agreement and Amendment to Loan Documents, dated December 31, 2017, (iv) the Loan Modification Agreement and Amendment to Loan Documents, dated May 15, 2018, (v) the Loan Modification Agreement and Amendment to Loan Documents, dated August 30, 2019, (vi) the Loan Modification Agreement and Amendment to Loan Documents, dated October 1, 2019, and (vii) the Loan Modification Agreement and Amendment to Loan Documents dated October 18, 2019, but effective October 1, 2019 (as amended, the "Credit Agreement").

Among other things, the Amendment gives effect to the mergers described in Item 8.01 below by (i) replacing all references to "Construction Partners Holdings, Inc." with "Construction Partners, Inc." and all references to "Fred Smith Construction, Inc." with "FSC II, LLC", (ii) making the Company a borrower, rather than a guarantor, under the Credit Agreement, (iii) adjusting the term loan recourse amounts of the applicable borrower parties, and (iv) amending various references to the collateral securing the borrowers' obligations under the Credit Agreement. The foregoing description of the Credit Agreement and the Amendment is qualified in its entirety by reference to the full text of such documents, copies of which are attached hereto as exhibits and incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above in Item 1.01 of this Current Report on Form 8-K and in the description of the Credit Agreement included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on December 13, 2019 (defined as the "BBVA Credit Agreement" therein) is incorporated herein by reference.

Item 8.01. Other Events.

On December 31, 2019, the Company completed an internal reorganization by merging its wholly owned subsidiary, Construction Partners Holdings, Inc., with and into the Company, with the Company surviving the merger. The merger was effected through the filing of a Certificate of Ownership and Merger pursuant to Section 253 of the Delaware General Corporation Law, and stockholder approval of the merger was not required. There was no change to the Company's name, stock exchange ticker symbol, CUSIP number or governing documents in connection with the merger. On the same date, the Company also merged its indirect wholly owned subsidiary, Fred Smith Construction, Inc. with and into another indirect wholly owned subsidiary, FSC II, LLC, with FSC II, LLC surviving the merger.

Item 9.01. Financial Statements and Exhibits.



(d) Exhibits

  Exhibit No.    Description
      10.1         Credit Agreement, dated June 30, 2017, by and among Construction Partners
                 Holdings, Inc. (f/k/a Construction Partners, Inc.), Wiregrass Construction
                 Company, Inc., Fred Smith Construction, Inc., FSC II, LLC, C.W. Roberts
                 Contracting, Incorporated and Everett Dykes Grassing Co., Inc., as Borrowers,
                 the financial institutions party thereto from time to time, and Compass Bank, as
                 Agent, Sole Lead Arranger and Sole Bookrunner (incorporated by reference to
                 Exhibit 10.2 of the Company's Registration Statement on Form S-1 (File No.
                 333-224174), filed on April 6, 2018).
      10.2         Amendment to Credit Agreement, dated June 30, 2017, by and among Construction
                 Partners Holdings, Inc. (f/k/a Construction Partners, Inc.), Wiregrass
                 Construction Company, Inc., Fred Smith Construction, Inc., FSC II, LLC, C.W.
                 Roberts Contracting, Incorporated, and Everett Dykes Grassing Co., Inc., as
                 Borrowers, Compass Bank, as Agent for Lenders and as a Lender and Issuing Bank,
                 and ServisFirst Bank, as a Lender. (incorporated by reference to Exhibit 10.3 of
                 the Company's Registration Statement on Form S-1 (File No. 333-224174), filed on
                 April 6, 2018).

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    Exhibit No.     Description
       10.3           Loan Modification Agreement and Amendment to Loan Documents, dated November
                    14, 2017, by and among Construction Partners Holdings, Inc. (f/k/a Construction
                    Partners, Inc.), Wiregrass Construction Company, Inc., Fred Smith Construction,
                    Inc., FSC II, LLC, C.W. Roberts Contracting, Incorporated, and Everett Dykes
                    Grassing Co., Inc., as Borrowers, Construction Partners, Inc. (f/k/a SunTx CPI
                    Growth Company, Inc.), as Guarantor, Compass Bank, as Agent for Lenders and as a
                    Lender and Issuing Bank, and ServisFirst Bank, as a Lender (incorporated by
                    reference to Exhibit 10.4 of the Company's Registration Statement on Form S-1
                    (File No. 333-224174), filed on April 6, 2018).
       10.4           Loan Modification Agreement and Amendment to Loan Documents, dated December
                    31, 2017, by and among Construction Partners Holdings, Inc. (f/k/a Construction
                    Partners, Inc.), Wiregrass Construction Company, Inc., Fred Smith Construction,
                    Inc., FSC II, LLC, C.W. Roberts Contracting, Incorporated, and Everett Dykes
                    Grassing Co., Inc., as Borrowers, Construction Partners, Inc. (f/k/a SunTx CPI
                    Growth Company, Inc.), as Guarantor, Compass Bank, as Agent for Lenders and as a
                    Lender and Issuing Bank, and ServisFirst Bank, as a Lender (incorporated by
                    reference to Exhibit 10.5 of the Company's Registration Statement on Form S-1
                    (File No. 333-224174), filed on April 6, 2018).
       10.5           Loan Modification Agreement and Amendment to Loan Documents, dated May 15,
                    2018, by and among Construction Partners Holdings, Inc. (f/k/a Construction
                    Partners, Inc.), Wiregrass Construction Company, Inc., Fred Smith Construction,
                    Inc., FSC II, LLC, C.W. Roberts Contracting, Incorporated, Everett Dykes
                    Grassing Co., Inc. and The Scruggs Company, as Borrowers, Construction Partners,
                    Inc. (f/k/a SunTx CPI Growth Company, Inc.), as Guarantor, Compass Bank, as
                    Agent for Lenders and as a Lender and Issuing Bank, and ServisFirst Bank, as a
                    Lender (incorporated by reference to Exhibit 10.5 of the Company's Current
                    Report on Form 8-K (File No. 001-38479), filed on May 25, 2018).
       10.6           Loan Modification Agreement and Amendment to Loan Documents, dated August 30,
                    2019, by and among Construction Partners Holdings, Inc. (f/k/a Construction
                    Partners, Inc.), Wiregrass Construction Company, Inc., Fred Smith Construction,
                    Inc., FSC II, LLC, C.W. Roberts Contracting, Incorporated, Everett Dykes
                    Grassing Co., Inc. and The Scruggs Company, as Borrowers, Construction Partners,
                    Inc. (f/k/a SunTx CPI Growth Company, Inc.), as Guarantor, and BBVA USA (f/k/a
                    Compass Bank), as Agent, Lender and Issuing Bank (incorporated by reference to
                    Exhibit 10.6 of the Company's Current Report on Form 8-K (File No. 001-38479),
                    filed on August 30, 2019).
       10.7           Loan Modification Agreement and Amendment to Loan Documents, dated October 1,
                    2019, by and among Construction Partners Holdings, Inc. (f/k/a Construction
                    Partners, Inc.), Wiregrass Construction Company, Inc., Fred Smith Construction,
                    Inc., FSC II, LLC, C.W. Roberts Contracting, Incorporated, Everett Dykes
                    Grassing Co., Inc. and The Scruggs Company, as Borrowers, Construction Partners,
                    Inc. (f/k/a SunTx CPI Growth Company, Inc.), as Guarantor, BBVA USA (f/k/a
                    Compass Bank), as Agent for the Lenders and as a Lender and Issuing Bank, and
                    Bank of America, N.A., as a Lender (incorporated by reference to Exhibit 10.7 of
                    the Company's Current Report on Form 8-K (File No. 001-38479), filed on October
                    1, 2019).
       10.8           Loan Modification Agreement and Amendment to Loan Documents, dated October 18,
                    2019, by and among Construction Partners Holdings, Inc. (f/k/a Construction
                    Partners, Inc.), Wiregrass Construction Company, Inc., Fred Smith Construction,
                    Inc., FSC II, LLC, C.W. Roberts Contracting, Incorporated, Everett Dykes
                    Grassing Co., Inc. and The Scruggs Company, as Borrowers, Construction Partners,
                    Inc. (f/k/a SunTx CPI Growth Company, Inc.), as Guarantor, BBVA USA (f/k/a
                    Compass Bank), as Agent for the Lenders and as a Lender and Issuing Bank, and
                    Bank of America, N.A., as a Lender (incorporated by reference to Exhibit 10.8 of
                    the Company's Current Report on Form 8-K (File No. 001-38479), filed on October
                    21, 2019)  .
       10.9*          Loan Modification Agreement and Amendment to Loan Documents, effective as of
                    December 31, 2019, by and among Construction Partners, Inc. (f/k/a SunTx CPI
                    Growth Company, Inc.), Wiregrass Construction Company, Inc., FSC II, LLC, C.W.
                    Roberts Contracting, Incorporated, Everett Dykes Grassing Co., Inc. and The
                    Scruggs Company, as Borrowers, BBVA USA (f/k/a Compass Bank), as Agent for the
                    Lenders and as a Lender and Issuing Bank, and Bank of America, N.A., as a
                    Lender.
    101.INS*        Inline XBRL Instance Document
    101.SCH*        Inline XBRL Taxonomy Extension Schema Document
    101.CAL*        Inline XBRL Taxonomy Extension Calculation Linkbase Document
    101.DEF*        Inline XBRL Taxonomy Extension Definition Linkbase Document
    101.LAB*        Inline XBRL Taxonomy Extension Label Linkbase Document
    101.PRE*        Inline XBRL Taxonomy Extension Presentation Linkbase Document
      104*          Cover Page Interactive Data File (embedded within the Inline XBRL document)



* Filed herewith.

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