Robert G. Brown Amends SPAR Group Stake Filing

TL;DR

Brown updated his SPAR Group filing - ownership details changed.

AI Summary

Robert G. Brown filed an amendment (No. 11) to his Schedule 13D on August 12, 2024, regarding his beneficial ownership of SPAR Group, Inc. (SPAR). The filing indicates a change in the reporting person's holdings, though specific new percentages or dollar amounts are not detailed in this excerpt. The filing is an update to previous disclosures concerning his stake in the company.

Why It Matters

This amendment signals a potential shift in significant ownership for SPAR Group, Inc., which could influence the company's stock performance and strategic direction.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate shifts in control or strategy, potentially impacting stock price.

Key Players & Entities

• Robert G. Brown (person) — Reporting Person
• SPAR Group, Inc. (company) — Subject Company
• August 12, 2024 (date) — Filing Date
• Amendment No. 11 (document_part) — Type of Filing

FAQ

Key Financial Figures

• $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie

Filing Documents

• formsc13da.htm (SC 13D/A) — 42KB
• 0001062993-24-014868.txt ( ) — 43KB

Security and Issuer

Item 1. Security and Issuer This Amendment No. 11 to Schedule 13D (this " Amendment ") amends and supplements the information set forth in the Schedule 13D originally filed by Mr. Brown with the Securities and Exchange Commission (" SEC ") on July 19, 1999 (the " Original Schedule 13D ") relating to the common stock, $0.01 par value per share (the "Common Stock"), of SPAR Group, Inc., a Delaware corporation (the "Company" or "SGRP"), as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on June 1, 2018 (" Amendment No. 1 "), Amendment No. 2 to the Original Schedule 13D filed with the SEC on August 6, 2018 (" Amendment No. 2 "), Amendment No. 3 to the Original Schedule 13D filed with the SEC on September 19, 2018 (" Amendment No. 3 "), Amendment No. 4 to the Original Schedule 13D filed with the SEC on January 25, 2019 (" Amendment No. 4 "), Amendment No. 5 to the Original Schedule 13D filed with the SEC on August 19, 2019 (" Amendment No. 5 "), Amendment No. 6 to the Original Schedule 13D filed with the SEC on September 13, 2019 (" Amendment No. 6 "), Amendment No. 7 to the Original Schedule 13D filed with the SEC on December 26, 2019 (" Amendment No. 7 "), Amendment No. 8 to the Original Schedule 13D filed with the SEC on February 11, 2020 (" Amendment No. 8 "), Amendment No. 9 to the Original Schedule 13D filed with the SEC on March 2, 2020 (" Amendment No. 9 "), and Amendment No. 10 to the Original Schedule 13D filed with the SEC on May 14, 2021 (" Amendment No. 10 "). The Original Schedule 13D, as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9, and Amendment No. 10 is hereinafter referred to as the " Schedule 13D ." The address of the principal executive offices of the Company is 1910 Opdyke Court, Auburn Hills, Michigan, 48326. This Amendment is being filed jointly by Mr. Robert G. Brown, SPAR Business Services, Inc. (" SB

Purpose of Transaction

Item 4. Purpose of Transaction.

of the Schedule 13D is hereby amended and supplemented as follows

Item 4 of the Schedule 13D is hereby amended and supplemented as follows: The Reporting Persons, alone or in conjunction with other stockholders, previously from time to time engaged with the Company's Board of Directors (the " Board ") and to take actions in their capacity as significant stockholders to strengthen the Company's corporate governance. Under the Company's Amended and Restated By-Laws (the " By-Laws "), and the CiC Agreement (as defined below) stockholders have certain rights to call special meetings of stockholders, to take action by written consent in lieu of a meeting and to propose business to be presented for a vote at the annual meeting of stockholders. SEC rules also permit stockholders to include proposals in a registrant's annual meeting proxy statement when certain requirements enumerated in such rules are met. Previous actions taken by the Reporting Persons are described in Amendment No. 1, Amendment No. 2, Amendment No. 3, and Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8 and Amendment No. 9, including certain actions in concert with William H. Bartels (the " Group "). In Amendment No. 10, the Reporting Persons reported that the Group had been disbanded. Mr. Brown, Spar Administrative Services, Inc., and SBS entered into a Change of Control, Voting and Restricted Stock Agreement dated as of January 28, 2022 (the " CiC Agreement "), along with William H. Bartels. A copy of the CiC Agreement is Exhibit 10.1 to the Company's 8-K filing with the SEC, dated January 28, 2022. The CiC Agreement contains certain provisions restricting nominations and voting in connection with the Board of the Company (such provisions, the " Board Nomination and Voting Standstill Provisions "). Consequent to certain breaches by the Company of the CiC Agreement, Mr. Brown is no longer bound by the Board Nomination and Voting Standstill Provisions set forth in the CiC Agreement. On August 8, 2024, Mr. Brown, delivered to the

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

of the Schedule 13D is hereby amended and supplemented as follows

Item 5 of the Schedule 13D is hereby amended and supplemented as follows: (c) The Reporting Persons have engaged in the following transactions in the Common Stock of the Company in the past 60 days: (1) Mr. Brown sold 50,000 shares of Common Stock, as disclosed in Form 4/A filed with the SEC on July 31, 2024. (2) SBS sold 150,000 shares of Common Stock, as disclosed in Form 4/A filed with the SEC on July 31, 2024. [Signature Page Follows]

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned hereby certify that the information set forth in this Schedule 13D/A is true, complete and correct. Dated: August 9, 2024 /s/ Robert G. Brown Robert G. Brown /s/ Robert G. Brown Robert G. Brown, Manager of Innovative Global Technologies, LLC /s/ Robert G. Brown Robert G. Brown, President of Spar Business Services, Inc.

View Full Filing

View this SC 13D/A filing on SEC EDGAR