FORM 5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported

[

Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

OMB APPROVAL

OMB Number: 3235-0362

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Washington, D.C. 20549


ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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 Person

Maxwell W. Keith III

2. Issuer Name and Ticker or Trading Symbol

Via Renewables, Inc. VIA]

5. Relationship of Reporting Person(s) to Issuer

(Check all applicable)

X Director   10% Owner

X Officer (give title below) Other (specify below) Chief Executive Officer

(Last) (First) (Middle)


12140 Wickchester Lane , Suite 100

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)

12/31/2022

(Street)


Houston TX 77079

4. If Amendment, Date Original Filed (Month/Day/Year)

6. Individual or Joint/Group Reporting

(check applicable line)


X Form filed by One Reporting Person

Form filed by More than One Reporting Person

(City) (State) (Zip)


Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code

(Instr. 8)

4. Securities Acquired

(A) or Disposed of (D) (Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year

(Instr. 3 and 4)

6.

Ownership Form: Direct (D) or Indirect (I)

(Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)


Amount


(A) or

(D)


Price

Class A Common Stock

06/14/2022


G

6,500

D

$0

3,668,747 (1)

D


Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2.

Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4.

Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4,

and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4)

10.

Ownership Form of Derivative Security: Direct (D) or Indirect (I)

(Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)


(A)


(D)


Date Exercisable


Expiration Date


Title

Amount or Number of Shares


Explanation of Responses:

(1) Reflects a downward adjustment of one share from balance most recently reported after giving effect to the gift reported herein.


/s/ W. Keith Maxwell III, by Barbara Clay, Attorney- in-Fact



02/14/2023

**Signature of Reporting Person


Date

* 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 provided is insufficient, see Instruction 6 for procedure.



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