SPAR Group, Inc. — Director's Dealing 2023

Feb 7, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SPAR Group, Inc. (SGRP)
CIK: 0001004989
Period of Report: 2022-01-28

Reporting Person: BROWN ROBERT G/ (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-01-28	Common Stock, $.01 par value	M	450000	—	Acquired	450000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-01-28	Series B Preferred Stock, $.01 par value	$	A	600000	Acquired		Series B Preferred Stock, $.01 par value (600000)	Direct
2022-01-28	Series B Preferred Stock, $.01 par value	$	A	847025	Acquired		Series B Preferred Stock, $.01 par value (847025)	Indirect
2022-01-28	Series B Preferred Stock, $.01 par value	$	M	300000	Disposed		Series B Preferred Stock, $.01 par value (300000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.01 par value	3000000	Indirect
Common Stock, $.01 par value	2791618	Direct

Footnotes

F1: Acquisition of Common Stock from SPAR Group, Inc. (the "Issuer"), as a result of the vesting and conversion of the convertible preferred shares received from the Issuer pursuant to Change of Control, Voting and Restricted Stock Agreement, by and among the Issuer, Robert G. Brown, William H. Bartels and others, as reported in the Issuer's Current Report on Form 8-K filed January 28, 2022.

F2: 450,000 shares of Common Stock held by SPAR Business Services, Inc. (SBS) are beneficially owned by Robert G. Brown. See Footnote 3.

F3: Robert G. Brown is a controlling officer/director and a significant stockholder of SPAR Business Services, Inc. (SBS).

F4: 3,000,000 shares of Common Stock held by Innovative Global Technologies LLC are beneficially owned by Robert G. Brown. See Footnote 5.

F5: Robert G. Brown is a Manager of Innovative Global Technologies LLC.

F6: Series B Preferred Stock are automatically convertible into the Common Stock on a 1 for 1.5 basis upon vesting.

F7: Acquisition of Series B Preferred Stock pursuant to Change of Control, Voting and Restricted Stock Agreement, by and among SPAR Group, Inc., Robert G. Brown, William H. Bartels and others, as reported in SPAR Group, Inc.'s Current Report on Form 8-K filed January 28, 2022.

F8: Vests according to schedule in Change in Control, Voting and Restricted Stock Agreement, by and among SPAR Group, Inc., Robert G. Brown, William H. Bartels and others, as reported in SPAR Group, Inc.'s Current Report on Form 8-K filed January 28, 2022.

F9: Not applicable.