R. Matacunas - May 15, 2023 Form 4 Insider Report for SPAR Group, Inc. (SGRP)

Signature
/s/ Michael R. Matacunas
Stock symbol
SGRP
Transactions as of
May 15, 2023
Transactions value $
$98,039
Form type
4
Date filed
5/17/2023, 01:18 PM
Previous filing
May 17, 2023
Next filing
May 17, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SGRP Common Stock, $.01 par value Options Exercise $0 +56.6K +367.46% $0.00 72K May 15, 2023 Direct F1, F2, F3, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SGRP Restricted Stock Units, Based on Common Stock $.01 par value Award $0 -89.3K -100% $0.00* 0 May 15, 2023 Common Stock, $.01 par value 89.3K $0.00 Direct F1, F2, F3, F5
transaction SGRP Restricted Stock Units, Based on Common Stock $.01 par value Award $98K $98K May 15, 2023 Common Stock, $.01 par value $98K $0.00 Direct F1, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As previously reported, on February 22, 2021, the Reporting Person received an inducement award approved by the Board of Directors of SPAR Group, Inc. (the "Issuer") for Restricted Stock Units (RSUs) for $100,000 of shares of the Issuer's Common Stock, issuable on May 15 of each year he remains employed by the Issuer (the "Continuing Award"), which commenced in 2022.
F2 As previously reported, on May 15, 2022, under the Continuing Award (see footnote (1), above), the Reporting Person automatically received from the Issuer RSUs (the "2022 RSUs") for 89,286 shares of the Issuer's Common Stock based on the market price of $1.12 per share on May 13, 2022 (the last trading day preceding the RSU issuance date). Subject to certain conditions (including the Reporting Person's continued employment by the Issuer at such time), the 2022 RSUs were scheduled on May 15, 2023, to automatically vest and convert and become payable either (at the option of the Issuer) in cash or Common Stock issued directly from the Issuer, but no exercise price or other payment for such shares was required (other than applicable tax withholdings).
F3 On May 15, 2023, under the Continuing Award (see footnotes (1) and (2), above), the 2022 RSUs automatically vested and converted and became payable either, at the option of the Issuer, in cash or in 89,286 shares of the Issuer's Common Stock issued directly from the Issuer. On May 15, 2023, the Issuer elected to issue Common Stock in a letter to the Reporting Person, giving rise to the Reporting Person's right to receive such Common Stock but no exercise price or other payment for such shares was required (other than applicable tax withholdings). Although the Reporting Person was entitled to receive 89,286 shares of the Issuer's Common Stock upon such vesting, the Reporting Person elected to satisfy his tax withholding obligations by using a portion of those shares, and accordingly only 56,563 shares of the Issuer's Common Stock were issued to the Reporting Person under the vested 2022 RSUs.
F4 On May 15, 2023, under the Continuing Award (see footnote (1), above), the Reporting Person automatically received from the Issuer RSUs (the "2023 RSUs") for 98,039 shares of the Issuer's Common Stock based on the market price of $1.02 per share on May 12, 2023 (the last trading day preceding the RSU issuance date). Subject to certain conditions (including the Reporting Person's continued employment by the Issuer at such time), the 2023 RSUs are scheduled on May 15, 2024, to automatically vest and convert and become payable either (at the option of the Issuer) in cash or Common Stock issued directly from the Issuer, but no exercise price or other payment for such shares is required (other than applicable tax withholdings).
F5 Not applicable.