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Via Renewables, Inc. Director's Dealing 2014

Jul 28, 2014

35617_dirs_2014-07-28_23845cd0-641f-494d-8ceb-ab0d9a4d199c.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Spark Energy, Inc. (SPKE)
CIK: 0001606268
Period of Report: 2014-07-28

Reporting Person: Maxwell W Keith III (Director, 10% Owner)
Reporting Person: NuDevco Partners, LLC (10% Owner)
Reporting Person: NuDevco Partners Holdings, LLC (10% Owner)
Reporting Person: NuDevco Retail Holdings,LLC (10% Owner)
Reporting Person: NuDevco Retail, LLC (10% Owner)

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 0 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Class B Common Stock/Spark HoldCo Units $ Class A Common Stock (0) Indirect

Footnotes

F1: This Form 3 is filed jointly by W. Keith Maxwell III, NuDevco Partners, LLC ("NuDevco Partners"), NuDevco Partners Holdings, LLC ("NuDevco Holdings"), NuDevco Retail, LLC ("NuDevco Retail") and NuDevco Retail Holdings, LLC ("NuDevco Retail Holdings") in connection with the effectiveness of the Issuer's Registration Statement on Form S-1 (Registration No. 333-196375) (the "Registration Statement"). Mr. Maxwell is the sole member of NuDevco Partners. NuDevco Partners is the sole member of NuDevco Holdings. NuDevco Retail Holdings is the sole member of NuDevco Retail. Following the completion of the offering, NuDevco Holdings will be the sole member of NuDevco Retail Holdings. (continued in footnote 3)

F2: Accordingly, NuDevco Partners, NuDevco Holdings, NuDevco Retail Holdings and NuDevco Retail are direct and indirect wholly owned subsidiaries of Mr. Maxwell, and Mr. Maxwell, NuDevco Partners and NuDevco Holdings may be deemed to indirectly own the securities of the Issuer directly held by NuDevco Retail Holdings and NuDevco Retail, but each disclaims beneficial ownership except to the extent of his or its pecuniary interest therein.

F3: Subject to the Terms of the Second Amended and Restated Limited Liability Company Agreement of Spark HoldCo, LLC to be adopted in connection with the closing of the Issuer's initial public offering, the units of Spark HoldCo, LLC (the "Spark HoldCo Units") (together with a corresponding number of shares of Class B Common Stock) may be exchanged, at any time and from time to time, for Class A Common Stock (or cash at the Issuer or Spark HoldCo's election) at an exchange ratio of one share of Class A Common Stock for each Spark HoldCo Unit (and corresponding share of Class B common stock).