<SUBMISSION>
<ACCESSION-NUMBER>0001606268-15-000142
<TYPE>4
<PUBLIC-DOCUMENT-COUNT>1
<PERIOD>20150914
<FILING-DATE>20150915
<DATE-OF-FILING-DATE-CHANGE>20150915
<ISSUER>
<COMPANY-DATA>
<CONFORMED-NAME>Spark Energy, Inc.
<CIK>0001606268
<ASSIGNED-SIC>4931
<IRS-NUMBER>465453215
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<BUSINESS-ADDRESS>
<STREET1>2105 CITYWEST BLVD.
<STREET2>SUITE 100
<CITY>HOUSTON
<STATE>TX
<ZIP>77042
<PHONE>(713) 600-2600
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>2105 CITYWEST BLVD.
<STREET2>SUITE 100
<CITY>HOUSTON
<STATE>TX
<ZIP>77042
</MAIL-ADDRESS>
</ISSUER>
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>Jones James G II
<CIK>0001613778
</OWNER-DATA>
<FILING-VALUES>
<FORM-TYPE>4
<ACT>34
<FILE-NUMBER>001-36559
<FILM-NUMBER>151108029
</FILING-VALUES>
<MAIL-ADDRESS>
<STREET1>2105 CITYWEST BLVD.
<STREET2>SUITE 100
<CITY>HOUSTON
<STATE>TX
<ZIP>77042
</MAIL-ADDRESS>
</REPORTING-OWNER>
<DOCUMENT>
<TYPE>4
<SEQUENCE>1
<FILENAME>wf-form4_144234905625325.xml
<DESCRIPTION>FORM 4
<TEXT>
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
Jones James G II Spark Energy, Inc. [ SPKE Issuer (Check all
] applicable)
__X__
Director _____
10% Owner
(Last) (First) (Middle) 3. Date of Earliest _____ Officer (give title
2105 CITYWEST BLVD., SUITE 100 Transaction (MM/DD/YYYY) below) _____ Other
9/14/2015 (specify below)
(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)
_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. Conversion 3. Trans. Date 3A. 4. Trans. 5. Number of Derivative 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature
Derivate Security or Exercise Deemed Code Securities Acquired (A) or and Expiration Date Securities Underlying of derivative Ownership of
(Instr. 3) Price of Execution (Instr. 8) Disposed of (D) Derivative Security Derivative Securities Form of Indirect
Derivative Date, if (Instr. 3, 4 and 5) (Instr. 3 and 4) Security Beneficially Derivative Beneficial
Security any (Instr. 5) Owned Security: Ownership
Following Direct (D) (Instr. 4)
Reported or
Transaction(s) Indirect
(Instr. 4) (I)
Date Expiration Amount or (Instr. 4)
Exercisable Date Title Number of
Code V (A) (D) Shares
Restricted Stock Class A
Unit (1) (2) 9/14/2015 A 129 (3) (2) (2) Common 129.0 $15.50 5666 (4) D
Stock
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 (the
"Class A Common Stock"), 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) Each of these RSUs vests and pays out upon vesting and payout of the
underlying award of RSUs to which the dividend equivalent payment relates.
(3) These RSUs accrued on outstanding RSUs held by reporting person as a result
of a dividend equivalent payment made to the holder when the Company paid
its most recent quarterly dividend on the Class A Common Stock.
(4) Balance includes original grants of RSUs and dividend equivalents issued in
additional RSUs.
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jones James G II
2105 CITYWEST BLVD., SUITE 100 X
HOUSTON, TX 77042
Signatures
/s/ James G. Jones II, by Gil Melman as Attorney-in-Fact 9/15/2015
** 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.
</TEXT>
</DOCUMENT>
</SUBMISSION>