SEC Form 4 · accession 0001606268-16-000280
Spark Energy, Inc. · SPKE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
W Keith Maxwell III
Director · 10% Owner
Retailco, LLC
10% Owner
TxEx Energy Investments, LLC
10% Owner
Period of report
Jun 8, 2016
Accepted (ET)
Jun 10, 2016 · 5:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001606268
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jun 8, 2016 | C | 500,000 | — | A | 506,384 | I | See footnotes |
| Class A Common StockF4,F2 | Jun 8, 2016 | S | 9,384 | $32.1006 | D | 497,000 | I | See footnotes |
| Class A Common StockF5,F2 | Jun 9, 2016 | S | 87,300 | $34.0717 | D | 409,700 | I | See footnotes |
| Class A Common Stock | holding | — | — | — | 92,850 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common Stock/Spark HoldCo UnitsF6,F1,F7 | — | Jun 8, 2016 | C | 500,000 | D | — | — | Class A Common Stock | — | 7,525,000 | I |
Explanation of responses
- F1Subject to the terms of the Second Amended and Restated Limited Liability Company Agreement of Spark HoldCo, LLC, the units of Spark HoldCo, LLC (the "Spark HoldCo Units"), together with a corresponding number of shares of Class B Common Stock of Spark Energy, Inc. ("the Issuer") may be exchanged at any time for Class A Common Stock of the Issuer at an exchange ratio of one share of Class A Common Stock for each Spark HoldCo Unit (and corresponding share of Class B Common Stock). On June 8, 2016, Retailco, LLC elected to convert 500,000 Spark HoldCo Units, together with a corresponding number of shares of Class B Common Stock, into 500,000 shares of Class A Common Stock.
- F2Held directly by Retailco. Retailco is a wholly owned subsidiary of TxEx Energy Investments, LLC, which is wholly owned by W. Keith Maxwell.
- F3The sale of Class A Common Stock reported herein by Retailco, LLC ("Retailco") may be matchable under Section 16(b) of the Securities and Exchange Act of 1934, as amended, with the purchase by W. Keith Maxwell III, the indirect owner of Retailco, of shares of Class A Common Stock which occurred in the past six months. Prior to this sale, W. Keith Maxwell has agreed to pay Spark Energy, Inc. the full amount of the profit realized in connection with the short-swing transaction as soon as practicable after information is available for the highest sales price and lowest purchase price during the six month period in which this transaction occurs.
- F4The price reported in column 4 is a weighted average price. These shares were purchases in multiple transactions at prices ranging from $31.92 to $32.23, inclusive. The reporting person undertakes to provide to Spark Energy, Inc., any security holder of Spark Energy, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
- F5The price reported in column 4 is a weighted average price. These shares were purchases in multiple transactions at prices ranging from $33.505 to $35.145, inclusive. The reporting person undertakes to provide to Spark Energy, Inc., any security holder of Spark Energy, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
- F6On June 8, 2016, Retailco, LLC elected to convert 500,000 Spark HoldCo Units, together with a corresponding number of shares of Class B Common Stock, into 500,000 shares of Class A Common Stock.
- F77,387,500 shares are held directly by Retailco, LLC (see footnote 2 above) and 137,500 shares are held directly by NuDevco Retail, LLC. NuDevco Retail, LLC is a wholly owned subsidiary of NuDevco Retail Holdings, LLC, which is a wholly owned subsidiary of Electric Holdco, LLC, which is a wholly owned subsidiary of TxEx, which is wholly owned by W. Keith Maxwell III.