0001209191-14-050667.txt : 20140805 0001209191-14-050667.hdr.sgml : 20140805 20140805173035 ACCESSION NUMBER: 0001209191-14-050667 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140801 FILED AS OF DATE: 20140805 DATE AS OF CHANGE: 20140805 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Spark Energy, Inc. CENTRAL INDEX KEY: 0001606268 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 465453215 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2105 CITYWEST BLVD. STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: (713) 600-2600 MAIL ADDRESS: STREET 1: 2105 CITYWEST BLVD. STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NuDevco Retail, LLC CENTRAL INDEX KEY: 0001613669 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 141017245 BUSINESS ADDRESS: STREET 1: 2105 CITYWEST BLVD. STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: (832) 200-3792 MAIL ADDRESS: STREET 1: 2105 CITYWEST BLVD. STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NuDevco Retail Holdings,LLC CENTRAL INDEX KEY: 0001613688 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 141017246 BUSINESS ADDRESS: STREET 1: 2105 CITYWEST BLVD. STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: (832) 200-3792 MAIL ADDRESS: STREET 1: 2105 CITYWEST BLVD. STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NuDevco Partners Holdings, LLC CENTRAL INDEX KEY: 0001582155 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 141017247 BUSINESS ADDRESS: STREET 1: 2105 CITY WEST BOULEVARD STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: 832-217-1848 MAIL ADDRESS: STREET 1: 2105 CITY WEST BOULEVARD STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NuDevco Partners, LLC CENTRAL INDEX KEY: 0001582158 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 141017248 BUSINESS ADDRESS: STREET 1: 2105 CITY WEST BOULEVARD STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: 832-217-1848 MAIL ADDRESS: STREET 1: 2105 CITY WEST BOULEVARD STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Maxwell W Keith III CENTRAL INDEX KEY: 0001582187 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 141017249 MAIL ADDRESS: STREET 1: 2105 CITY WEST BOULEVARD STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77042 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-08-01 0 0001606268 Spark Energy, Inc. SPKE 0001582187 Maxwell W Keith III 2105 CITYWEST BOULEVARD, SUITE 100 HOUSTON TX 77042 1 0 1 0 0001582158 NuDevco Partners, LLC 2105 CITYWEST BOULEVARD, SUITE 100 HOUSTON TX 77042 0 0 1 0 0001582155 NuDevco Partners Holdings, LLC 2105 CITYWEST BOULEVARD, SUITE 100 HOUSTON TX 77042 0 0 1 0 0001613688 NuDevco Retail Holdings,LLC 2105 CITYWEST BOULEVARD, SUITE 100 HOUSTON TX 77042 0 0 1 0 0001613669 NuDevco Retail, LLC 2105 CITYWEST BOULEVARD, SUITE 100 HOUSTON TX 77042 0 0 1 0 Class B Common Stock/Spark HoldCo Units 2014-08-01 4 A 0 10750000 0.00 A Class A Common Stock 10750000 I See footnotes This Form 4 is filed jointly by W. Keith Maxwell III, NuDevco Partners, LLC ("NuDevco Partners"), NuDevco Partners Holdings, LLC ("NuDevco Holdings"), NuDevco Retail, LLC ("NuDevco Retail") and NuDevco Retail Holdings, LLC ("NuDevco Retail Holdings"). Mr. Maxwell is the sole member of NuDevco Partners. NuDevco Partners is the sole member of NuDevco Holdings. NuDevco Holdings is the sole member of NuDevco Retail Holdings. NuDevco Retail Holdings is the sole member of NuDevco Retail. (Continued in footnote 2) Accordingly, NuDevco Partners, NuDevco Holdings, NuDevco Retail Holdings and NuDevco Retail are direct and indirect wholly owned subsidiaries of Mr. Maxwell, and Mr. Maxwell, NuDevco Partners and NuDevco Holdings may be deemed to indirectly own the securities of the Issuer directly held by NuDevco Retail Holdings and NuDevco Retail, but each disclaims beneficial ownership except to the extent of his or its pecuniary interest therein. In connection with the closing of the Issuer's initial public offering on August 1, 2014, NuDevco Retail Holdings and NuDevco Retail collectively acquired 10,750,00 units of Spark HoldCo, LLC (the "Spark HoldCo Units") and 10,750,000 shares of Class B Common Stock of Spark Energy, Inc. (the "Class B Common Stock"). NuDevco Retail Holdings directly owns 10,612,500 Spark HoldCo Units and 10,612,500 shares of Class B Common Stock. NuDevco Retail directly owns 137,500 Spark HoldCo Units and 137,500 shares of Class B Common Stock. Subject to the terms of the Second Amended and Restated Limited Liability Company Agreement of Spark HoldCo, LLC, dated August 1, 2014, the Spark HoldCo Units (together with a corresponding number of shares of Class B Common Stock) may be exchanged, at any time and from time to time, for Class A Common Stock (or cash at the Issuer or Spark HoldCo's election) 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). /s/ W. Keith Maxwell III, by Gil Melman, as Attorney-in-Fact 2014-08-05 /s/ NuDevco Partners, LLC, by Terry D. Jones Executive Vice President and General Counsel 2014-08-05 /s/ NuDevco Partners Holdings, LLC, by Terry D. Jones Executive Vice President and General Counsel 2014-08-05 /s/ NuDevco Retail Holdings, LLC, by Gil Melman Vice President 2014-08-05 /s/ NuDevco Retail, LLC, by Gil Melman Vice President 2014-08-05