If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
In reference to Items 8, 10 and 11, represents (i) 12,276,406 shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of Suncrete Inc. (the "Issuer") issuable upon the conversion of shares of Class B Common Stock, par value $0.0001 per share, of the Issuer ("Class B Common Stock") directly held by Dothan Concrete Investors, LLC ("Dothan Concrete Investors") and (ii) 7,333 shares of Class A Common Stock issuable upon the exercise of private placement warrants ("Private Warrants") directly held by SunTx Capital Management Corp. ("SunTx Capital Management"). In reference to Item 13, based on (a) 52,264,257 shares of Class A Common Stock outstanding as of October 20, 2026 and (b) an aggregate of 12,283,739 shares of Class A Common Stock issuable upon the conversion or exercise of Class B Common Stock or Private Warrants by Dothan Concrete Investors and SunTx Capital Management, respectively.


SCHEDULE 13D




Comment for Type of Reporting Person:
In reference to Item 7, represents 144,000 restricted shares of Class B Common Stock directly held by Mr. Fleming that were granted under the Suncrete, Inc. 2026 Omnibus Incentive Plan, as to which Mr. Fleming has sole voting power under the terms of the applicable award agreement. Such shares are subject to time-based vesting criteria and vest, provided that Mr. Fleming is providing services to the Issuer through each such date, as to 96,000 shares on April 20, 2028 and as to 48,000 shares on April 20, 2029. In reference to Items 8 and 10 represents (i) 12,276,406 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Dothan Concrete Investors, (ii) 3,533,336 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Dothan Independent GP, LP ("Dothan Independent"), (iii) 265,865 shares of Class A Common Stock issuable upon the exercise of Private Warrants directly held by Dothan Independent, (iv) 1,378,181 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by SunTx Capital Partners III, LP ("SunTx Partners III"), (v) 1,111,117 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Malachi Holdings Limited Partnership, a limited partnership controlled by Mr. Fleming ("Malachi Holdings"), (vi) 707,928 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by the Ned N. Fleming III Legacy Trust, a trust of which Mr. Fleming is the sole trustee and sole beneficiary (the "Legacy Trust"), (vii) 22,316 shares of Class A Common Stock issuable upon the exercise of Private Warrants directly held by the Legacy Trust and (viii) 7,333 shares of Class A Common Stock issuable upon the exercise of Private Warrants directly held by SunTx Capital Management. In reference to Item 11, represents the foregoing securities together with the 144,000 restricted shares of Class B Common Stock directly held by Mr. Fleming described above. In reference to Item 13, based on (a) 52,264,257 shares of Class A Common Stock outstanding as of October 20, 2026 and (b) an aggregate of 19,302,482 shares of Class A Common Stock issuable upon the conversion or exercise of shares of Class B Common Stock or Private Warrants, respectively, by certain of the Reporting Persons (as defined herein).


SCHEDULE 13D




Comment for Type of Reporting Person:
In reference to Items 8, 10 and 11, represents (i) 3,533,336 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Dothan Independent and (ii) 265,865 shares of Class A Common Stock issuable upon the exercise of Private Warrants directly held by Dothan Independent. In reference to Item 13, based on (a) 52,264,257 shares of Class A Common Stock outstanding as of October 20, 2026 and (b) an aggregate of 3,799,201 shares of Class A Common Stock issuable upon the conversion or exercise of shares of Class B Common Stock or Private Warrants, respectively, by Dothan Independent.


SCHEDULE 13D




Comment for Type of Reporting Person:
In reference to Items 8, 10 and 11, represents (i) 3,533,336 shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Dothan Independent and (ii) 265,865 shares of Class A Common Stock issuable upon the exercise of Private Warrants directly held by Dothan Independent. In reference to Item 13, based on (a) 52,264,257 shares of Class A Common Stock outstanding as of October 20, 2026 and (b) an aggregate of 3,799,201 shares of Class A Common Stock issuable upon the conversion or exercise of shares of Class B Common Stock or Private Warrants, respectively, by Dothan Independent.


SCHEDULE 13D




Comment for Type of Reporting Person:
With respect to Items 8, 10 and 11, represents shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Dothan Concrete Investors. In reference to Item 13, based on (a) 52,264,257 shares of Class A Common Stock outstanding as of October 20, 2026 and (b) an aggregate of 12,276,406 shares of Class B Common Stock, which are convertible into shares of Class A Common Stock by Dothan Concrete Investors.


SCHEDULE 13D




Comment for Type of Reporting Person:
In reference to Items 8, 10 and 11, represents shares of Class A Common Stock issuable upon the conversion of shares of Class B Common Stock directly held by Dothan Concrete Investors. In reference to Item 13, based on (a) 52,264,257 shares of Class A Common Stock outstanding as of October 20, 2026 and (b) an aggregate of 12,276,406 shares of Class B Common Stock, which are convertible into shares of Class A Common Stock by Dothan Concrete Investors.


SCHEDULE 13D


 
SunTx Capital Management Corp.
 
Signature:/s/ Ned N. Fleming, III
Name/Title:Ned N. Fleming, III, Director
Date:10/22/2026
 
Ned N. Fleming, III
 
Signature:/s/ Ned N. Fleming, III
Name/Title:Ned N. Fleming, III
Date:10/22/2026
 
Dothan Independent GP, LP
 
Signature:/s/ Ned N. Fleming, III
Name/Title:By: Dothan Sponsor, LLC, its general partner, Name: /s/ Ned N. Fleming, III, Manager
Date:10/22/2026
 
Dothan Sponsor, LLC
 
Signature:/s/ Ned N. Fleming, III
Name/Title:Ned N. Fleming, III, Manager
Date:10/22/2026
 
Dothan Concrete Investors, LLC
 
Signature:/s/ Ned N. Fleming, III
Name/Title:By: Dothan Concrete Manager, LLC, its manager, By: SunTx Capital Management Corp., its manager, Name: /s/ Ned N. Fleming, III, Director
Date:10/22/2026
 
Dothan Concrete Manager, LLC
 
Signature:/s/ Ned N. Fleming, III
Name/Title:By: SunTx Capital Management Corp., its manager, Name: /s/ Ned N. Fleming, III, Director
Date:10/22/2026