0001628280-15-002262 4/A 1 20150406 20150414 20150414 Spark Energy, Inc. 0001606268 4931 465453215 DE 1231 2105 CITYWEST BLVD. SUITE 100 HOUSTON TX 77042 (713) 600-2600 2105 CITYWEST BLVD. SUITE 100 HOUSTON TX 77042 Hodges Georganne 0001613695 4/A 34 001-36559 15769543 2105 CITYWEST BLVD. SUITE 100 HOUSTON TX 77042 4/A 1 wf-form4a_142904355955028.xml FORM 4/A 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 Hodges Georganne Spark Energy, Inc. [ SPKE Issuer (Check all ] applicable) _____ Director _____ 10% Owner __X__ Officer (give title (Last) (First) (Middle) 3. Date of Earliest below) _____ Other 2105 CITYWEST BLVD., SUITE 100 Transaction (MM/DD/YYYY) (specify below) 4/6/2015 Chief Financial Officer (Street) 4. If Amendment, Date 6. Individual or HOUSTON, TX 77042 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) Applicable Line) 4/7/2015 _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security 2. 2A. 3. Trans. 4. Securities 5. Amount of 6. Ownership 7. Nature of (Instr. 3) Trans. Deemed Code Acquired (A) or Securities Form: Direct Indirect Date Execution (Instr. 8) Disposed of (D) Beneficially (D) or Beneficial Date, if (Instr. 3, 4 and Owned Indirect (I) Ownership any 5) Following (Instr. 4) (Instr. 4) Reported Transaction(s) (Instr. 3 and 4) (A) or Code V Amount (D) Price Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Trans. Date 3A. 4. Trans. 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Security Conversion Deemed Code Derivative and Expiration Date Securities Underlying of derivative Ownership of (Instr. 3) or Execution (Instr. 8) Securities Acquired Derivative Security Derivative Securities Form of Indirect Exercise Date, if (A) or Disposed of (Instr. 3 and 4) Security Beneficially Derivative Beneficial Price of any (D) (Instr. 5) Owned Security: Ownership Derivative (Instr. 3, 4 and 5) Following Direct (D) (Instr. 4) 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 Unit (1) 4/6/2015 A 10000 (2) (2) Common 10000.0 (1) $0 36073 D Stock (1) Explanation of Responses: (1) Each restricted stock unit ("RSU") represents a right to receive, upon vesting, one share of Class A Common Stock, par value $0.01 per share, of Spark Energy, Inc., cash, or a combination of both. Each RSU includes tandem dividend equivalents which will vest upon the same schedule referenced in Footnote 2. (2) The RSUs will vest ratably over four years commencing May 18, 2016. Remarks: Ms. Hodges is Chief Financial Officer of Spark Energy, Inc. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hodges Georganne 2105 CITYWEST BLVD., SUITE 100 Chief Financial Officer HOUSTON, TX 77042 Signatures /s/ Georganne Hodges, by Gil Melman as Attorney-in-Fact 4/14/2015 ** 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). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.