0001606268-18-000111.txt : 20181109 0001606268-18-000111.hdr.sgml : 20181109 20181109093742 ACCESSION NUMBER: 0001606268-18-000111 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181106 FILED AS OF DATE: 20181109 DATE AS OF CHANGE: 20181109 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: 181171618 MAIL ADDRESS: STREET 1: 12140 WICKCHESTER LANE STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Retailco, LLC CENTRAL INDEX KEY: 0001664233 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 181171619 BUSINESS ADDRESS: STREET 1: 12140 WICKCHESTER LANE, SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 832-200-3792 MAIL ADDRESS: STREET 1: 12140 WICKCHESTER LANE, SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TxEx Energy Investments, LLC CENTRAL INDEX KEY: 0001664236 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36559 FILM NUMBER: 181171620 BUSINESS ADDRESS: STREET 1: 12140 WICKCHESTER LANE, SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 832-200-3792 MAIL ADDRESS: STREET 1: 12140 WICKCHESTER LANE, SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 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: 12140 WICKCHESTER LANE STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: (713) 600-2600 MAIL ADDRESS: STREET 1: 12140 WICKCHESTER LANE STREET 2: SUITE 100 CITY: HOUSTON STATE: TX ZIP: 77079 4 1 wf-form4_154177397690577.xml FORM 4 X0306 4 2018-11-06 0 0001606268 Spark Energy, Inc. SPKE 0001582187 Maxwell W Keith III 12140 WICKCHESTER LANE, SUITE 100 HOUSTON TX 77079 1 0 1 0 0001664233 Retailco, LLC 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 0 0 1 0 0001664236 TxEx Energy Investments, LLC 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 0 0 1 0 Class A Common Stock 2018-11-06 4 P 0 38993 8.48 A 1225831 D Class A Common Stock 2018-11-07 4 P 0 58387 9.17 A 1284218 D Class A Common Stock 2018-11-08 4 C 0 685126 0 A 1328008 I See footnotes Class B Common Stock/Spark HoldCo Units 2018-11-08 4 C 0 685126 0 D Class A Common Stock 685126.0 20800000 I See footnotes The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.45 to $8.52, 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. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.85 to $9.49, 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. Subject to terms of the Third 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 and from time to time, for Class A Common Stock of the Issuer (or cash at the Issurer 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). Held directly by Retailco, LLC ("Retailco"). Retailco is a wholly-owned subsidiary of TxEx Energy Investments, LLC ("TxEx"). which is wholly owned by W. Keith Maxwell III. On November 8, 2018, Retailco elected to convert 685,126 Spark HoldCo Units, together with a corresponding number of shares of Class B Common Stock, into 685,126 shares of Class A Common Stock. 20,525,000 shares are held directly by Retailco (see footnote 4 above) and 275,000 shares are held directly by NuDevco Retail, LLC. NuDevco Retail, LLC is a wholly-owned subsidiary of NuDevco Retail Holdings, 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. /s/ W. Keith Maxwell III, by Gil Melman, Attorney-in-fact 2018-11-09 /s/ Retailco, LLC, by Gil Melman, Attorney-in-fact 2018-11-09 /s/ TxEx Energy Investments, LLC, by Gil Melman, Attorney-in-fact 2018-11-09