0001437749-24-006726.txt : 20240306 0001437749-24-006726.hdr.sgml : 20240306 20240306085006 ACCESSION NUMBER: 0001437749-24-006726 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220530 FILED AS OF DATE: 20240306 DATE AS OF CHANGE: 20240306 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROWN ROBERT G/ CENTRAL INDEX KEY: 0001090394 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-27408 FILM NUMBER: 24724484 FORMER NAME: FORMER CONFORMED NAME: BROWN ROBERTG // DATE OF NAME CHANGE: 19990713 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SPAR Group, Inc. CENTRAL INDEX KEY: 0001004989 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 330684451 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1910 OPDYKE COURT CITY: AUBURN HILLS STATE: MI ZIP: 48326 BUSINESS PHONE: 2483647727 MAIL ADDRESS: STREET 1: 1910 OPDYKE COURT CITY: AUBURN HILLS STATE: MI ZIP: 48326 FORMER COMPANY: FORMER CONFORMED NAME: SPAR GROUP INC DATE OF NAME CHANGE: 19990713 FORMER COMPANY: FORMER CONFORMED NAME: PIA MERCHANDISING SERVICES INC DATE OF NAME CHANGE: 19951220 4/A 1 rdgdoc.xml FORM 4/A X0508 4/A 2022-05-30 2023-02-07 0001004989 SPAR Group, Inc. SGRP 0001090394 BROWN ROBERT G/ C/O SPAR GROUP, INC. 1910 OPDYKE COURT AUBURN HILLS MI 48326 1 1 0 Common Stock, $.01 par value 2022-05-30 4 M 0 77231 A 2868849 D Common Stock, $.01 par value 2022-05-30 4 M 0 820538 A 1270538 I By SPAR Business Services, Inc. (SBS). Common Stock, $.01 par value 3000000 I By Innovative Global Technologies LLC. Common Stock, $.01 par value 2022-05-30 4 M 0 51563 A 2920412 D Series B Preferred Stock, $.01 par value 2022-05-30 4 M 0 51487 0 D Series B Preferred Stock, $.01 par value 51487 548513 D Series B Preferred Stock, $.01 par value 2022-05-30 4 M 0 547025 0 D Series B Preferred Stock, $.01 par value 547025 0 I By SPAR Business Services, Inc. (SBS). Series B Preferred Stock, $.01 par value 2022-05-30 4 M 0 0 0 A Series B Preferred Stock, $.01 par value 0 548513 D Series B Preferred Stock, $.01 par value 2022-05-30 4 M 0 34375 0 D Series B Preferred Stock, $.01 par value 34375 514138 D For purposes of clarity, this amended Form 4/A restates, in its entirety, the original Form 4, filed on February 7, 2023 to report transactions occurring on May 30, 2022. No change is being made to the information shown in this row. Acquisition of Common Stock from SPAR Group, Inc. (the "Issuer"), as a result of the vesting and conversion of the convertible preferred shares received from the Issuer pursuant to Change in Control, Voting and Restricted Stock Agreement, by and among the Issuer, Robert G. Brown, William H. Bartels and others, as reported in the Issuer's Current Report on Form 8-K filed January 28, 2022 (the "Change in Control Agreement"). Robert G. Brown is the controlling officer/director and a significant stockholder of SPAR Business Services, Inc. (SBS). Robert G. Brown is a Manager of Innovative Global Technologies LLC. Series B Preferred Stock are automatically convertible into the Common Stock on a 1 for 1.5 basis upon vesting. Vests according to schedule in Change in Control, Voting and Restricted Stock Agreement, by and among SPAR Group, Inc., Robert G. Brown, William H. Bartels and others, as reported in SPAR Group, Inc.'s Current Report on Form 8-K filed January 28, 2022. Not applicable. This Form 4, originally filed on February 7, 2023 to report transactions occurring on May 30, 2022, is amended to correct a mathematical error that understated the number of securities beneficially owned following the first reported transaction in Table II in Box 9 thereof by 52,975 shares. This error resulted in the number of securities reported as beneficially owned in subsequent Forms 4 being understated by the same number. For purposes of clarity, the number of derivative securities acquired in Box 5 has been reduced to 0 to correct an error in the original Form 4, filed on February 7, 2023 to report transactions occurring on May 30, 2022, which incorrectly reported an acquisition of 34,375 shares of Series B Preferred Stock. This Form 4, originally filed on February 7, 2023 to report transactions occurring on May 30, 2022, is amended to eliminate the acquisition of 34,375 shares of Series B Preferred Stock that was incorrectly reported as the third reported transaction in Table II and to make a corresponding correction in the number of securities beneficially owned following the reported transactions in Box 9. The Issuer, Robert G. Brown ("Brown") and William H. Bartels amended the original vesting schedule pursuant to the Change in Control Agreement, whereby Brown vested early in 34,375 shares, and such amount was subtracted from future vesting dates. Box 9 of line 3 of the original filing incorrectly reported the accelerated vesting of the 34,375 shares as an acquisition. This error resulted in the number of securities reported as beneficially owned in subsequent Forms 4 being overstated by 34,375 shares. /s/ Robert G. Brown 2024-03-06