This Amendment No. 4 (Amendment No. 4) amends Item 8 in the
Solicitation/Recommendation Statement on Schedule 14D-9 filed by The Goldfield Corporation, a Delaware corporation (Goldfield or the Company), with the Securities and
Exchange Commission on December 1, 2020 (as amended and supplemented from time to time, and including the documents annexed thereto or incorporated therein the Schedule 14D-9). The
Schedule 14D-9 relates to the tender offer by FR Utility Services Merger Sub, Inc., a Delaware corporation (Acquisition Sub) and a wholly owned subsidiary of FR Utility Services, Inc., a
Delaware corporation (FR Utility), which is an affiliate of First Reserve Fund XIV, L.P., a Cayman Islands limited partnership, to purchase all of the issued and outstanding shares of Goldfields common stock, par value of
$0.10 per share (the Shares), at a purchase price equal to $7.00 per Share, net to the seller in cash without interest and less any applicable withholding taxes (the Offer Price), upon the terms and conditions
set forth in the offer to purchase, upon the terms and subject to the conditions set forth in the in the offer to purchase, dated December 1, 2020 (together with any amendments or supplements thereto, the Offer to Purchase),
a copy of which is attached as Exhibit (a)(1)(A), and in the related letter of transmittal (together with any amendments or supplements thereto, the Letter of Transmittal and, together with the Offer to Purchase, the
Offer), a copy of which is attached as Exhibit (a)(1)(B).
As previously disclosed, subsequent to the Company filing the Schedule 14D-9 with the SEC, complaints were filed by purported stockholders of the Company in the United States District Court for the District of Delaware and the United States District Court for the Southern District of
New York. On December 4, 2020, Shiva Stein, a purported stockholder of the Company, filed a lawsuit against the Company and members of the Companys board of directors (the Board) (together, Company
Defendants) in the United States District Court for the District of Delaware captioned Shiva Stein v. The Goldfield Corporation, David P. Bicks, Harvey C. Eads, Jr., John P. Fazzini, Danforth E. Leitner, and Stephen L. Appel,
Case No. 1:20-cv-01656-UNA (the Stein Complaint). On December 7, 2020, Hector Llorens, a purported
stockholder of the Company, filed a lawsuit against the Company Defendants in the United States District Court for the Southern District of New York captioned Hector Llorens v. The Goldfield Corporation, David P. Bicks, Harvey C. Eads,
Jr., John P. Fazzini, Danforth E. Leitner, and Stephen L. Appel, Case No. 1:20-cv-10297 (the Llorens Complaint). On December 9, 2020, (1)
Joseph T. Mauser, a purported stockholder of the Company, filed a lawsuit against the Company Defendants in the United States District Court for the Southern District of New York captioned Joseph T. Mauser v. The Goldfield Corporation,
David P. Bicks, Harvey C. Eads, Jr., John P. Fazzini, Danforth E. Leitner, and Stephen L. Appel, Case No. 1:20-cv-10370 (Mauser Complaint), (2)
Ron Suokko, a purported stockholder of the Company, filed a lawsuit against the Company Defendants in the United States District Court for the Southern District of New York captioned Ron Suokko v. The Goldfield Corporation, David P. Bicks,
Harvey C. Eads, Jr., John P. Fazzini, Danforth E. Leitner, and Stephen L. Appel, Case No. 1:20-cv-10387 (the Suokko Complaint) and (3) Lewis
D. Baker, a purported stockholder of the Company, filed a lawsuit against the Company Defendants, FR Utility and Acquisition Sub (together, Defendants) in the United States District Court for the District of Delaware captioned
Lewis D. Baker v. The Goldfield Corporation, David P. Bicks, Harvey C. Eads, Jr., John P. Fazzini, Danforth E. Leitner, Stephen L. Appel, FR Utility Services, Inc., and FR Utility Services Merger Sub, Inc., Case No. 1:20-cv-01672-UNA (the Baker Complaint). As disclosed in this Amendment, No. 4, on December 11, 2020, (1)
George C. Feng and Tom Feng, purported stockholders of the Company, filed a lawsuit against the Company Defendants in the United States District Court for the Southern District of New York captioned George C. Feng and Tom Feng v. The Goldfield
Corporation, David P. Bicks, Harvey C. Eads, Jr., John P. Fazzini, Danforth E. Leitner, and Stephen L. Appel, Case No. 1:20-cv-10496 (the Feng
Complaint) and (2) Kristin Thoden, a purported stockholder of the Company, filed a lawsuit against the Company Defendants in the United States District Court for the Eastern District of New York captioned Kristen Thoden v. David P.
Bicks, Harvey C. Eads, Jr., John P. Fazzini, Danforth E. Leitner, and Stephen L. Appel, Case No. 1:20-cv-06058 (the Thoden Complaint and
together with the Stein Complaint, the Llorens Complaint, the Mauser Complaint, the Suokko Complaint, the Baker Complaint and the Feng Complaint, the Complaints).
The Company believes that the Complaints lack merit and that no supplemental disclosure is required under applicable laws. While the Company believes that the
disclosures set forth in the Schedule 14D-9 comply fully with applicable law, to moot certain of the plaintiffs disclosure claims in the Complaints, to avoid nuisance, potential expense and
delay and to provide additional information to its stockholders, the Company has determined to supplement the Schedule 14D-9 with the disclosures set forth in Item 4 below. Nothing in these
supplemental disclosures shall be deemed an admission of the legal necessity or materiality under applicable law of any of the disclosures set forth herein. To the contrary, the Company denies all allegations in the Complaints that any
additional disclosure was or is required.