0001606268-19-000035 4 1 20171222 20190404 20190404 Maxwell W Keith III 0001582187 4 34 001-36559 19732120 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 TxEx Energy Investments, LLC 0001664236 TX 1231 4 34 001-36559 19732121 12140 WICKCHESTER LANE, SUITE 100 HOUSTON TX 77079 832-200-3792 12140 WICKCHESTER LANE, SUITE 100 HOUSTON TX 77079 Retailco, LLC 0001664233 TX 1231 4 34 001-36559 19732122 12140 WICKCHESTER LANE, SUITE 100 HOUSTON TX 77079 832-200-3792 12140 WICKCHESTER LANE, SUITE 100 HOUSTON TX 77079 Spark Energy, Inc. 0001606268 4931 465453215 DE 1231 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 (713) 600-2600 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 4 1 wf-form4_155440685959492.xml FORM 4 FORM 4 OMB APPROVAL [ ] Check this OMB Number: box if no longer UNITED STATES SECURITIES AND EXCHANGE COMMISSION 3235-0287 subject to Washington, D.C. 20549 Estimated Section 16. Form STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF average burden 4 or Form 5 SECURITIES hours per obligations may response... 0.5 continue. See Instruction 1(b). Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 1. Name and Address of Reporting 2. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to Maxwell W Keith III Spark Energy, Inc. [ SPKE Issuer (Check all ] applicable) __X__ Director __X__ 10% Owner (Last) (First) (Middle) 3. Date of Earliest _____ Officer (give title 12140 WICKCHESTER LANE, SUITE Transaction (MM/DD/YYYY) below) _____ Other 100, 12/22/2017 (specify below) (Street) 4. If Amendment, Date 6. Individual or HOUSTON, TX 77079 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security 2. Trans. Date 2A. 3. Trans. 4. Securities Acquired (A) or Disposed 5. Amount of 6. Ownership Form: 7. Nature of (Instr. 3) Deemed Code of (D) Securities Direct (D) or Indirect Execution (Instr. 8) (Instr. 3, 4 and 5) Beneficially Owned Indirect (I) Beneficial Date, if Following Reported (Instr. 4) Ownership (Instr. any (A) Transaction(s) 4) or (Instr. 3 and 4) Code V Amount (D) Price Class A Common Stock 12/22/2017 P 300 (1) A $11.51 (2) 1005096 (3) D Class A Common Stock 5/3/2018 X 373000 D $0 955008 I See Footnotes (4) Class A Common Stock 8/2/2018 X 51000 D $0 904008 I See footnotes (4) Class A Common Stock 9/17/2018 P 8000 A $8.29 (5) 1020596 (3) D Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Trans. Date 3A. 4. Trans. Code 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature of Derivate Security Conversion Deemed (Instr. 8) Derivative and Expiration Date Securities Underlying of derivative Ownership Indirect (Instr. 3) or Execution Securities Acquired Derivative Security Derivative Securities Form of Beneficial Exercise Date, if (A) or Disposed of (Instr. 3 and 4) Security Beneficially Derivative Ownership Price of any (D) (Instr. 5) Owned Security: (Instr. 4) Derivative (Instr. 3, 4 and 5) Following Direct (D) Security Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Restricted Stock Class A See Unit (6) 5/3/2018 X 373000 (7) (7) Common 373000.0 $0 57000 I Footnote (4) Stock Restricted Stock Class A See Unit (6) 6/29/2018 E V 4000 (7) (7) Common 4000.0 $0 53000 I Footnote (4) Stock Restricted Stock Class A See Unit (6) 8/2/2018 X 51000 (7) (7) Common 51000.0 $0 2000 I Footnote (4) Stock Explanation of Responses: (1) The purchase of Class A common stock reported herein by the reporting person may be matchable under Section 16(b) of the Securities and Exchange Act of 1934, as amended. The reporting person has agreed to disgorge any short swing profits associated with such matching transactions. (2) The price reported in Column 4, is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.50 to $11.5155, 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. (3) The number of shares of Class A common stock reported as holdings has been updated to reflect the unreported transaction, as well as other unreported transactions and amendments to existing Form 4s filed on or about the date hereof. (4) Held directly by Retailco, LLC ("Retailco") at time of vesting and settlement. Retailco is a wholly-owned subsidiary of TxEx Energy Investments, LLC, which is wholly owned by W. Keith Maxwell III. On November 13, 2018, the Class A Common Stock, par value $0.01 per share (the "Class A Common Stock") held by Retailco became directly owned by W. Keith Maxwell III, representing a change in the beneficial ownership. In future filings, these shares will be shown as held directly by W. Keith Maxwell III. (5) The price reported in Column 4, is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.275 to $8.3, 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. (6) On September 15, 2016, Retailco granted 430,000 restricted stock units ("RSUs") to employees of National Gas & Electric, LLC, a wholly owned subsidiary of Retailco. Each RSU represented an obligation of Retailco to deliver, and the recipient's right to receive, upon satisfaction of vesting conditions and without payment of consideration, one share of Class A Common Stock of Spark Energy, Inc., held by Retailco. The number of RSUs and shares of Class A Common Stock reported herein reflect a two-for-one stock split, which took effect on June 16, 2017. (7) The RSUs vested over one, two or three-year periods depending on the recipient's underlying award agreement. The initial vesting of 373,000 RSUs occurred on August 1, 2017 and those vested RSUs were settled on May 3, 2018. On June 29, 2018, 4,000 RSUs were forfeited. On August 2, 2018, 51,000 RSUs vested and were settled. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Maxwell W Keith III 12140 WICKCHESTER LANE, SUITE 100 X X HOUSTON, TX 77079 TxEx Energy Investments, LLC 12140 WICKCHESTER LANE X SUITE 100 HOUSTON, TX 77079 Retailco, LLC 12140 WICKCHESTER LANE X SUITE 100 HOUSTON, TX 77079 Signatures /s/ W. Keith Maxwell III 4/4/2019 ** Signature of Reporting Person Date /s/ W. Keith Maxwell III, Chief Executive Officer of TxEx Energy 4/4/2019 Investments, LLC ** Signature of Reporting Person Date /s/ W. Keith Maxwell III, Chief Executive Officer of Retailco, LLC 4/4/2019 ** Signature of Reporting Person Date Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). 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