SGRP / SPAR Group, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

Departure Agreement

Exhibit 10.4 Departure Agreement This Departure Agreement (this "Agreement") has been made and is effective as of August 25, 2025 (the "Effective Date"), by and between SPAR Group, Inc. a Delaware corporation, its affiliates and subsidiaries (collectively, the "Corporation"), and Ron Lutz ("Employee"). Employee and the Corporation may be referred to individually as a "Party" and collectively as th

TRANSITION AGREEMENT

Exhibit 10.1 TRANSITION AGREEMENT THIS TRANSITION AGREEMENT (this “Agreement”), dated as of August 25, 2025 (the “Effective Date”), is by and between SPAR Group, Inc. a Delaware corporation (the “Corporation”), and Mike R. Matacunas (the “Executive”). WHEREAS, the Executive currently serves as the Corporation’s President and Chief Executive Officer; WHEREAS, the Executive desires to resign from hi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

MUTUAL RELEASE OF CLAIMS

Exhibit 10.2 MUTUAL RELEASE OF CLAIMS This Mutual Release of Claims (“Release”) is dated as of August 25, 2025 (the “Release Execution Date”), and entered into by and between Mike Matacunas (“Matacunas”), and SPAR Group, Inc. (“SGRP” and together with its subsidiaries, the “Company”), and each of the Company’s past and current parents, subsidiaries, affiliates, related entities, owners, predecesso

SUPPLEMENTAL MUTUAL RELEASE PURSUANT TO CHANGE OF CONTROL SEVERANCE AGREEMENT

Exhibit 10.5 SUPPLEMENTAL MUTUAL RELEASE PURSUANT TO CHANGE OF CONTROL SEVERANCE AGREEMENT This Supplemental Mutual Release Pursuant to Change of Control Severance Agreement (“Supplemental Release”) is dated as of August 25, 2025, and entered into by and between Claimant Ron Lutz (“Claimant” or “Lutz”), and SPAR Group, Inc. (“SGRP” and together with its subsidiaries, the “Company”), and each of th

EMPLOYMENT AGREEMENT

Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Employment Agreement”) is made and entered into by and between SPAR GROUP, INC., a Delaware corporation (the “Company”), and WILLIAM LINNANE (the “Executive”), to be effective as of August 25, 2025 (such date, the “Effective Date”). WHEREAS, the Company desires to employ the Executive on the terms and conditions set forth in this Em

Departure Agreement

Exhibit 10.7 Departure Agreement This Departure Agreement (this "Agreement") has been made and is effective as of August 25, 2025 (the "Effective Date"), by and between SPAR Group, Inc. a Delaware corporation, its affiliates and subsidiaries (collectively, the "Corporation"), and Kori G. Belzer ("Employee"). Employee and the Corporation may be referred to individually as a "Party" and collectively

CONSULTING SERVICES AGREEMENT

Exhibit 10.6 CONSULTING SERVICES AGREEMENT 1. Parties. This Consulting Services Agreement (“Agreement”) is between SPAR Group, Inc., a Delaware corporation (“SGRP” and together with its subsidiaries, the “Company”) and Ron Lutz (“Consultant” or “you”). SGRP and Consultant are sometimes individually referred to as a “Party” and collectively referred to as the “Parties”. This Agreement is dated as o

SUPPLEMENTAL MUTUAL RELEASE PURSUANT TO CHANGE OF CONTROL SEVERANCE AGREEMENT

Exhibit 10.8 SUPPLEMENTAL MUTUAL RELEASE PURSUANT TO CHANGE OF CONTROL SEVERANCE AGREEMENT This Supplemental Mutual Release Pursuant to Change of Control Severance Agreement (“Supplemental Release”) is dated as of August 25, 2025, and entered into by and between Claimant Kori Belzer (“Claimant” or “Belzer”), and SPAR Group, Inc. (“SGRP” and together with its subsidiaries, the “Company”), and each

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

EXHIBIT 99.1

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025 SPAR Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

Investor Group Acquires 220,000 SPAR Group Shares at 75% Premium

Exhibit 99.1 For Immediate Release August XX, 2025 Investor Group Acquires 220,000 SPAR Group Shares at 75% Premium Charlotte, NC – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a provider of retail and brand services, announced today that an investor group made up of high-net worth individuals that supported the previously terminated Highwire Capital transaction have in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

Strengthening quarterly sales, up 13.5% from first quarter, with stronger gross margins of 23.5% after 2024 divestitures of previously consolidated international JVs

Exhibit 99.1 SPAR Group, Inc. Reports Second Quarter 2025 Results August14,2025 Strengthening quarterly sales, up 13.5% from first quarter, with stronger gross margins of 23.5% after 2024 divestitures of previously consolidated international JVs AUBURN HILLS, Mich., Aug. 14, 2025 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) ("SPAR,""SPAR Group" or the "Company"), a leading provider of mercha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file number 0-27408 SPAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2025 SPAR Group, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

Strong Initial Quarter Without International Joint Ventures

Exhibit 99.1 SPAR Group, Inc. Reports First Quarter 2025 Results July 17, 2025 Strong Initial Quarter Without International Joint Ventures AUBURN HILLS, Mich., July 17, 2025 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR,” “SPAR Group” or the “Company”), a leading provider of merchandising, marketing, and distribution services today reported financial and operating results for the three

Spar Group, Inc. Compensation Recovery Policy

EXHIBIT 97 SPAR Group, Inc. Compensation Recovery Policy 1. Purpose. The purpose of this Compensation Recovery Policy (this "Policy") is to describe the circumstances under which SPAR Group, Inc. ("SGRP" or the "Corporation", and together with its subsidiaries, the "Company") is required to recover certain compensation paid to certain employees. Any references in compensation plans, agreements, eq

Fifth Amended and Restated Revolving Credit Master Promissory Note, dated as of October 10, 2024 (as filed herewith)

Exhibit 10.70 Fifth Amended and Restated Revolving Credit Master Promissory Note (US Borrower) FIFTH AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE $24,500,000.00 Princeton, New Jersey October 10, 2024 FOR VALUE RECEIVED, the undersigned SPAR MARKETING FORCE, INC., a Nevada corporation ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file n

Seventh Modification Agreement entered into as of March 28 2024, by and among North Mill Capital LLC, d/b/a SLR Business Credit, SPAR MARKETING FORCE, INC., and SPAR CANADA COMPANY (as filed herewith).

Exhibit 10.69 SEVENTH MODIFICATION AGREEMENT THIS SEVENTH MODIFICATION AGREEMENT (this "Modification Agreement") is entered into as of March 28t 2024, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING FORCE, INC., a Nevada corporation

List of Subsidiaries (as filed herewith).

Exhibit 21.1 SPAR Group, Inc. List of Subsidiaries at December 31 2024 Owned Subsidiaries State or Country of Incorporation SPAR Acquisition, Inc. 100 % Nevada SPAR Assembly & Installation, Inc. (f/k/a SPAR National Assembly Services, Inc.) 100 % Nevada SPAR Canada Company 100 % Nova Scotia, Canada SPAR Canada, Inc. 100 % Nevada SPAR Group International, Inc. 100 % Nevada SPAR, Inc. 100 % Nevada S

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A AMENDMENT No.1

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A AMENDMENT No.1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408 SPAR GROUP, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2025 SPAR Group, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Submitted Pursuant to Rule 14a-6(g)

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Submitted Pursuant to Rule 14a-6(g) 1. Name of the Registrant: SPAR Group, Inc. 2. Name of person relying on exemption: Robert G. Brown. 3. Address of person relying on exemption: c/o Wuersch & Gering LLP, 100 Wall St. 10th Fl., New York NY 10005, Attn. Travis L. Gering, Partner. Written materials pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Submitted Pursuant to Rule 14a-6(g)

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Submitted Pursuant to Rule 14a-6(g) 1. Name of the Registrant: SPAR Group, Inc. 2. Name of person relying on exemption: Robert G. Brown. 3. Address of person relying on exemption: c/o Wuersch & Gering LLP, 100 Wall St. 10th Fl., New York NY 10005, Attn. Travis L. Gering, Partner. 4. Written materials pursuan

SPAR Group, Inc. Receives Nasdaq Notices: In Compliance Letter for Its Form 10-K 2024 Filing; and Deficiency Notice for Failure to Timely File Its Form 10-Q for the First Quarter 2025

Exhibit 99.1 SPAR Group, Inc. Receives Nasdaq Notices: In Compliance Letter for Its Form 10-K 2024 Filing; and Deficiency Notice for Failure to Timely File Its Form 10-Q for the First Quarter 2025 May 28, 2025 AUBURN HILLS, Mich., May 28, 2025 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) (“SGRP”, “SPAR Group” or the “Company”), a provider of merchandising, marketing and distribution services

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

Exhibit 1

Exhibit 1 2025 STOCK COMPENSATION PLAN OF SPAR GROUP, INC. Dated as of May 6, 2025 and Effective upon Stockholder Approval 1. Approval and Purposes of this Plan; Plan Term. (a) SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), through the action of its Compensation Committee (the "Compensation Committee") and its Board of Directors (the "Board") on May 6, 2025, authorized, ap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2025 SPAR Group, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6 (e) (2)) ☒ Definiti

Fifth Amended and Restated Revolving Credit Master Promissory Note, dated as of October 10, 2024 (as filed herewith)

Exhibit 10.70 Fifth Amended and Restated Revolving Credit Master Promissory Note (US Borrower) FIFTH AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE $24,500,000.00 Princeton, New Jersey October 10, 2024 FOR VALUE RECEIVED, the undersigned SPAR MARKETING FORCE, INC., a Nevada corporation ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability

SPAR Group, Inc. Compensation Recovery Policy

EXHIBIT 97 SPAR Group, Inc. Compensation Recovery Policy 1. Purpose. The purpose of this Compensation Recovery Policy (this "Policy") is to describe the circumstances under which SPAR Group, Inc. ("SGRP" or the "Corporation", and together with its subsidiaries, the "Company") is required to recover certain compensation paid to certain employees. Any references in compensation plans, agreements, eq

Seventh Modification Agreement entered into as of March 28 2024, by and among North Mill Capital LLC, d/b/a SLR Business Credit, SPAR MARKETING FORCE, INC., and SPAR CANADA COMPANY (as filed herewith).

Exhibit 10.69 SEVENTH MODIFICATION AGREEMENT THIS SEVENTH MODIFICATION AGREEMENT (this "Modification Agreement") is entered into as of March 28t 2024, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING FORCE, INC., a Nevada corporation

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408 SPAR GROUP, INC. (Exact name of

List of Subsidiaries (as filed herewith).

Exhibit 21.1 SPAR Group, Inc. List of Subsidiaries at December 31 2024 Owned Subsidiaries State or Country of Incorporation SPAR Acquisition, Inc. 100 % Nevada SPAR Assembly & Installation, Inc. (f/k/a SPAR National Assembly Services, Inc.) 100 % Nevada SPAR Canada Company 100 % Nova Scotia, Canada SPAR Canada, Inc. 100 % Nevada SPAR Group International, Inc. 100 % Nevada SPAR, Inc. 100 % Nevada S

OMB APPROVAL

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: Expires: Estimated average burden hours per response 3235-0058 May 15, 2025 2.50 FORM 12b-25 SEC FILE NUMBER 0-27408 NOTIFICATION OF LATE FILING CUSIP NUMBER 784933 10 3 (Check one): ☐Form 10-K ☐Form 20-F ☐Form 11-K ☒Form 10-Q ☐Form 10-D ☐Form N-SAR ☐Form N-CSR For Period Ended: March 31, 2025 ☐Transit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 SPAR Group, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 SPAR Group, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS E

SPAR Group, Inc. Receives Nasdaq Notice of Late Filing of its Form 10-K

Exhibit 99.1 SPAR Group, Inc. Receives Nasdaq Notice of Late Filing of its Form 10-K April 28, 2025 AUBURN HILLS, Mich., April 28, 2025 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) (“SGRP”, “SPAR Group” or the “Company”), a provider of merchandising, marketing and distribution services announced today that it received a notification letter (the “Notice”) from Nasdaq on April 23, 2025, becaus

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

OMB APPROVAL

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: Expires: Estimated average burden hours per response 3235-0058 March 31, 2025 2.50 FORM 12b-25 SEC FILE NUMBER 0-27408 NOTIFICATION OF LATE FILING CUSIP NUMBER 784933 10 3 (Check one): ☒ Form 10-K ☐Form 20-F ☐Form 11-K ☐Form 10-Q ☐Form 10-D ☐Form N-SAR ☐Form N-CSR For Period Ended: December 31, 2024 ☐

Highwire Capital, LLC; Extension of Amended and Restated Commitment Letter, dated as of 06 November 2024

Exhibit 99.2 Highwire Capital, LLC; Extension of Amended and Restated Commitment Letter, dated as of 06 November 2024 IMPORTANT NOTICE: CAP Services LLC operates a private membership-based business cooperative. CAP Services is not, and does not conduct business as, a bank, broker dealer, consumer finance company, mortgage lender, commercial finance company, investment fund, asset manager, or other

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

NASDAQ REGULATION

Exhibit 99.1 NASDAQ REGULATION Sent via Electronic Delivery to: [email protected]; [email protected]; [email protected] March 11, 2025 Mr. Michael R. Matacunas President & Chief Executive Officer SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, MI 48326 Re: SPAR Group, Inc. (the “Company”) Nasdaq Symbol: SGRP Dear Mr. Matacunas: On January 3, 2025, Staff notified the Company that it

NASDAQ REGULATION

Exhibit 99.1 NASDAQ REGULATION January 3, 2025 Mr. Lawrence David Swift General Counsel SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, MI 48326 Re: SPAR Group, Inc. (the “Company”) Nasdaq Security: Common Stock Nasdaq Symbol: SGRP Dear Mr. Swift: Since your Company has not yet held an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year end, it no longer co

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2025 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission fi

Amended and Restated Commitment Letter, dated as of November 6, 2024, by and among Highwire Capital, LLC, Highwire Merger Co. I, Inc. and CAP Services, LLC d/b/a Capital Platform.

EX-1 2 tm2427882d1ex1.htm EXHIBIT 1 Exhibit 1 IMPORTANT NOTICE: CAP Services LLC operates a private membership-based business cooperative. CAP Services is not, and does not conduct business as, a bank, broker dealer, consumer finance company, mortgage lender, commercial finance company, investment fund, asset manager, or other regulated financial institution. We do not provide legal, tax, investme

SGRP / SPAR Group, Inc. / Highwire Capital, LLC - SC 13D/A Activist Investment

SC 13D/A 1 tm2427882d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 SPAR Group, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 784933103 (CUSIP Number) Benjamin D. Hudson Highwire Capital, LLC 717 N. Harwood Street, Suite 2400 Dallas,

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

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Exhibit 99.1 For Immediate Release October 25, 2024 SPAR Group Stockholders Approve Merger with Highwire Capital AUBURN HILLS, MI – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a provider of merchandising, marketing and distribution services, today announced that its stockholders approved at a special meeting the acquisition of SPAR Group by Highwire Capital (“Highwire

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

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Exhibit 99.1 For Immediate Release October 16, 2024 SPAR Group Calls Special Meeting to Approve Merger ● Stockholders Vote Prior to Special Meeting at 12:00 p.m. Eastern Time on October 25, 2024 ● $2.50 Per Share Merger Consideration Represents a 72% Premium to SPAR Group’s Closing Share Price on August 30 ● Unanimously Approved by SPAR Group Board of Directors AUBURN HILLS, Mich., Oct. 16, 2024 (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2024 SPAR Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

Press Release, dated October 16, 2024.

Exhibit 99.1 For Immediate Release October 16, 2024 SPAR Group Calls Special Meeting to Approve Merger ● Stockholders Vote Prior to Special Meeting at 12:00 p.m. Eastern Time on October 25, 2024 ● $2.50 Per Share Merger Consideration Represents a 72% Premium to SPAR Group’s Closing Share Price on August 30 ● Unanimously Approved by SPAR Group Board of Directors AUBURN HILLS, Mich., Oct. 16, 2024 (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 SPAR Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

Calculation of Filing Fee Tables SCHEDULE 14A (Form Type) SPAR GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 Calculation of Filing Fee Tables SCHEDULE 14A (Form Type) SPAR GROUP, INC.

SGRP / SPAR Group, Inc. / Highwire Capital, LLC - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SPAR Group, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 784933103 (CUSIP Number) Benjamin D. Hudson Highwire Capital, LLC 717 N. Harwood Street, Suite 2400 Dallas, Texas 75201 (214) 683-4373 Copy to: Kenn Webb Ferguson Brasw

Voting Agreement and Irrevocable Proxy, dated as of August 30, 2024, by and between Highwire Capital, LLC, and William Bartels.

EX-1 2 tm2423507d1ex1.htm EXHIBIT 1 Exhibit 1 VOTING AGREEMENT AND IRREVOCABLE PROXY This VOTING AGREEMENT AND IRREVOCABLE PROXY (this “Agreement”) is entered into as of August 30, 2024, by and between Highwire Capital, LLC, a Texas limited liability company (“Parent”), and the undersigned stockholder (“Stockholder”) of SPAR Group, Inc., a Delaware corporation (the “Company”). Capitalized terms us

Joint Filing Agreement Pursuant to Rule 13d-1(k).

EX-4 4 tm2423507d1ex4.htm EXHIBIT 4 Exhibit 4 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned in the capacities set forth below. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of

Debt Commitment Letter, dated August 22, 2024, by and among Highwire Capital, LLC, Highwire Merger Co. I, Inc. and CAP Services, LLC d/b/a Capital Platform.

EX-3 3 tm2423507d1ex3.htm EXHIBIT 3 Exhibit 3 IMPORTANT NOTICE: CAP Services LLC operates a private membership-based business cooperative. CAP Services is not, and does not conduct business as, a bank, broker dealer, consumer finance company, mortgage lender, commercial finance company, investment fund, asset manager, or other regulated financial institution. We do not provide legal, tax, investme

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Exhibit 99.1 For Immediate Release September 3, 2024 SPAR Group Enters into Definitive Agreement to be Acquired by Highwire Capital for $2.50 Per Share ● Letter of Intent Previously Announced on June 5, 2024 ● $2.50 Per Share Merger Consideration Represents a 72% Premium to SPAR Group’s Closing Share Price on August 30 AUBURN HILLS, MI – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 SPAR Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

Agreement and Plan of Merger, dated August 30, 2024, by and among Highwire Capital, LLC, Highwire Merger Co. I, Inc. and SPAR Group, Inc.

Exhibit 2.1 Confidential AGREEMENT AND PLAN OF MERGER By and Among HIGHWIRE CAPITAL, LLC HIGHWIRE MERGER CO I, INC. and SPAR GROUP, INC. Dated as of August 30, 2024 TABLE OF CONTENTS ARTICLE I THE MERGER 1 Section 1.01 The Merger. 1 Section 1.02 Closing. 2 Section 1.03 Effective Time. 2 Section 1.04 Effects of the Merger. 2 Section 1.05 Certificate of Incorporation; By-Laws. 2 Section 1.06 Directo

Press Release, dated September 3, 2024.

Exhibit 99.1 For Immediate Release September 3, 2024 SPAR Group Enters into Definitive Agreement to be Acquired by Highwire Capital for $2.50 Per Share ● Letter of Intent Previously Announced on June 5, 2024 ● $2.50 Per Share Merger Consideration Represents a 72% Premium to SPAR Group’s Closing Share Price on August 30 AUBURN HILLS, MI – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

Agreement and Plan of Merger, dated August 30, 2024, by and among Highwire Capital, LLC, Highwire Merger Co. I, Inc. and SPAR Group, Inc.

Exhibit 2.1 Confidential AGREEMENT AND PLAN OF MERGER By and Among HIGHWIRE CAPITAL, LLC HIGHWIRE MERGER CO I, INC. and SPAR GROUP, INC. Dated as of August 30, 2024 TABLE OF CONTENTS ARTICLE I THE MERGER 1 Section 1.01 The Merger. 1 Section 1.02 Closing. 2 Section 1.03 Effective Time. 2 Section 1.04 Effects of the Merger. 2 Section 1.05 Certificate of Incorporation; By-Laws. 2 Section 1.06 Directo

Strategic Transformation to Simplify Business Delivering Strong Results

Exhibit 99.1 SPAR Group, Inc. Reports Second Quarter 2024 Results August 14, 2024 Strategic Transformation to Simplify Business Delivering Strong Results AUBURN HILLS, Mich., Aug. 14, 2024 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR,” “SPAR Group” or the “Company”), a leading provider of merchandising, marketing, and distribution services today reported financial and operating result

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 SPAR Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file nu

SGRP / SPAR Group, Inc. / BROWN ROBERT G/ - FORM SC 13D/A Activist Investment

SC 13D/A 1 formsc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 11) Under the Securities Exchange Act of 1934 SPAR Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 784933103 (CUSIP Number) Robert G. Brown c/o Wuersch & Gering LLP 100 Wall St. 10th Fl. New York NY 10005 A

June 6, 2024

Exhibit 99.1 For Immediate Release June 6, 2024 SPAR Group Announces Closing of its Brazil Holding Company Sale Completion of Sale Continues Simplification of Operating Structure AUBURN HILLS, MI - SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a provider of merchandising, marketing and distribution services, announces the closing on June 3, 2024 of the sale of its Brazil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2024 SPAR Group, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

SPAR Group Enters into Letter of Intent to go Private with Highwire Capital Highwire brings patented disruptive technologies that drive innovation, unlock potential and deliver value to great operating businesses

Exhibit 99.1 For Immediate Release June 5, 2024 SPAR Group Enters into Letter of Intent to go Private with Highwire Capital Highwire brings patented disruptive technologies that drive innovation, unlock potential and deliver value to great operating businesses AUBURN HILLS, MI – SPAR Group, Inc. (NASDAQ: SGRP) (the “Corporation”), a provider of merchandising, marketing and distribution services, a

- Financial Statements Follow – SPAR Group, Inc. and Subsidiaries Condensed Consolidated Statements of Income (In thousands, except per share amounts)

Exhibit 99.1 SPAR Group, Inc. Reports First Quarter 2024 Results May 15, 2024 • Consolidated Revenues of $68.7 million, up 7% from Last Year • U.S. and Canada Revenues up 22% from Last Year • Consolidated Operating Income of $9.6 million compared to $3.2 million Last Year • Diluted EPS of $0.28 compared to $0.04 Last Year AUBURN HILLS, Mich., May 15, 2024 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDA

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file n

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS E

SALE OF SHARES AGREEMENT FRIEDSHELF 401 PROPRIETARY LIMITED LINDICOM PROPRIETARY LIMITED LINDICOM EMPOWERMENT HOLDINGS PROPRIETARY LIMITED SPAR GROUP INTERNATIONAL, INC SGRP MERIDIAN PROPRIETARY LIMITED

Exhibit 99.2 SALE OF SHARES AGREEMENT between FRIEDSHELF 401 PROPRIETARY LIMITED and LINDICOM PROPRIETARY LIMITED and LINDICOM EMPOWERMENT HOLDINGS PROPRIETARY LIMITED and SPAR GROUP INTERNATIONAL, INC and SGRP MERIDIAN PROPRIETARY LIMITED CONTENT Clause Page No Preamble 2 1. Interpretation 2 2. Definitions 4 3. Introduction 16 4. Conditions Precedent to this Agreement 17 5. Merger Notification 21

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

Completion of Sale to Minority Shareholder ~$10M Simplifies Operating Structure

Exhibit 99.3 SPAR Group Announces Closing of South Africa Joint Venture Sale May 2, 2024 Completion of Sale to Minority Shareholder ~$10M Simplifies Operating Structure AUBURN HILLS, Mich., May 02, 2024 (GLOBE NEWSWIRE) – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR,” “SPAR Group,” or the “Company”), a provider of merchandising, marketing, and distribution services, announces the closing of the sale of

SPAR Group Announces Sale of Interest in South Africa and Brazil

Exhibit 99.1 SPAR Group Announces Sale of Interest in South Africa and Brazil April 1, 2024 Combined deals to generate cash proceeds of approximately $22 million USD AUBURN HILLS, Mich.-(BUSINESS WIRE)-Apr. 1, 2024- SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a provider of merchandising, marketing and distribution services, announces the sale of its majority share in S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1

-12-31FY2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

2024 Stock Repurchase Program March 28, 2024

Exhibit 99.1 2024 Stock Repurchase Program March 28, 2024 SPAR Group, Inc. (the "Corporation"), is the issuer of shares of Common Stock ("SGRP Shares"), and the SGRP Sharers are currently listed and traded on the Nasdaq Stock Market ("Nasdaq"). With the approval of the Board of Directors of the Corporation (the "Board"), and its Audit Committee, the Corporation has established this 2024 Stock Repu

SPAR Group, Inc. Reports Fourth Quarter and Full Year Fiscal 2023 Results Strategic Initiatives Deliver Improved Results and Significant Cash Flow

Exhibit 99.1 For Immediate Release April 1, 2024 SPAR Group, Inc. Reports Fourth Quarter and Full Year Fiscal 2023 Results Strategic Initiatives Deliver Improved Results and Significant Cash Flow AUBURN HILLS, MI, April 01, 2024 – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a leading global provider of merchandising, marketing, and distribution services today reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 SPAR Group, Inc. (Exact Name of Re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

Phantom Stock Unit Grant and Agreement entered into and effective as of April 3, 2023, between SGRP and Antonio Calisto Pato (incorporated by reference to Exhibit 10.8 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.8 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of April 3, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), curr

Phantom Stock Unit Grant and Agreement entered into and effective as of March 24, 2022, between SGRP and William Linnane (incorporated by reference to Exhibit 10.10 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.10 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of March 24, 2022 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cu

Phantom Stock Unit Grant and Agreement entered into and effective as of April 3, 2023, between SGRP and Ron Lutz (incorporated by reference to Exhibit 10.11 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.11 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of April 3, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cur

Phantom Stock Unit Grant and Agreement entered into and effective as of March 24, 2022, between SGRP and Ron Lutz (incorporated by reference to Exhibit 10.12 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.12 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of March 24, 2022 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cu

Phantom Stock Unit Grant and Agreement entered into and effective as of April 3, 2023, between SGRP and William Linnane (incorporated by reference to Exhibit 10.9 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.9 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of April 3, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), curr

Phantom Stock Unit Grant and Agreement entered into and effective as of April 3, 2023, between SGRP and Mike Matacunas (incorporated by reference to Exhibit 10.13 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.13 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of April 3, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cur

Phantom Stock Unit Grant and Agreement entered into and effective as of April 3, 2023, between SGRP and Kori G. Belzer (incorporated by reference to Exhibit 10.6 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.6 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of April 3, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), curr

Third Modification Agreement dated as of December 16, 2021, and effective as of December 1, 2021 (the "Third Modification Agreement"), among North Mill Capital, LLC ("NM"), d/b/a SLR Business Credit, SPAR Group, Inc. ("SGRP") and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force, Inc. ("SMF"), and SPAR Canada Company ("SCC"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors", and together with SMF and SCC, each a "NM Loan Party" and collectively, the "NM Loan Parties") (as filed herewith).

Exhibit 10.57 THIRD MODIFICATION AGREEMENT THIS THIRD MODIFICATION AGREEMENT (this "Modification Agreement") is dated as of December [16], 2021 and will be effective as of December 1, 2021, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARK

Fifth Modification Agreement entered into as of August 9, 2022 (the "Fifth Modification Agreement"), among North Mill Capital, LLC ("NM"), d/b/a SLR Business Credit, SPAR Group, Inc. ("SGRP") and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force, Inc. ("SMF"), and SPAR Canada Company ("SCC"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors", and together with SMF and SCC, each a "NM Loan Party" and collectively, the "NM Loan Parties") (as filed herewith).

Exhibit 10.59 FIFTH MODIFICATION AGREEMENT THIS FIFTH MODIFICATION AGREEMENT (this "Modification Agreement") is entered into as of August 9 , 2022, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING FORCE, INC., a Nevada corporation ("

Inducement RSU Contract between SPAR Group, Inc. and Antonio Calisto Pato dated March 10, 2023 (as filed herewith).

Exhibit 10.14 SPAR GROUP, INC. INDUCEMENT RSU GRANT AND CONTRACT This Inducement Restricted Stock Unit Grant and Contract has been entered into and is effective as of March 10, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408 SPAR GROUP, INC.

List of Subsidiaries (as filed herewith).

Exhibit 21.1 SPAR Group, Inc. List of Subsidiaries Owned Subsidiaries State or Country of Incorporation SPAR Acquisition, Inc. 100 % Nevada SPAR Assembly & Installation, Inc. (f/k/a SPAR National Assembly Services, Inc.) 100 % Nevada SPAR Canada Company 100 % Nova Scotia, Canada SPAR Canada, Inc. 100 % Nevada SPAR Group International, Inc. 100 % Nevada SPAR, Inc. 100 % Nevada SPAR International Lt

Corrective Global Amendment to Change of Control Severance Agreements between SGRP, Fay DeVriese, William Linnane and Ron Lutz made and entered into and effective as of August 10, 2022 (as filed herewith).

Exhibit 10.26 CORRECTIVE AMENDMENTS TO CHANGE OF CONTROL SEVERANCE AGREEMENTS This Corrective Global Amendment to Change of Control Severance Agreements ("Amendment") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and each of the undersigned Executives (each an "Executive") is made and entered into effective as of August 10, 2022 (the " Amendment Date"). The Executi

Phantom Stock Unit Grant and Agreement entered into and effective as of March 24, 2022, between SGRP and Kori G. Belzer (incorporated by reference to Exhibit 10.7 to SGRP's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on April 1, 2024).

Exhibit 10.7 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of March 24, 2022 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cur

Change of Control Severance Agreement between SGRP and Antonio Calisto Pato dated as of February 28, 2023 (as filed herewith).

Exhibit 10.25 CHANGEOFCONTROLSEVERANCEAGREEMENT This Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and Antonio Calisto Pato (the "Executive") is made and entered into effective as of February 28, 2023(the "Effective Date"). The Executive and the Corporation may be referred to individually as a "Party" and collecti

Period below $1.00 bid price

Exhibit 99.2 November 10, 2023 Mr. Michael R. Matacunas Chief Executive Officer SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, MI 48326 Re: SPAR Group, Inc. (the “Company”) Nasdaq Security: Common Stock Nasdaq Symbol: SGRP Dear Mr. Matacunas: Our Listing Rules (the “Rules”) require listed securities to maintain a minimum bid price of $1 per share. Based upon the closing bid price for the last 30

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission fi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

SPAR Group, Inc. Reports Third Quarter Fiscal 2023 Results Momentum Builds on Growth in Merchandising Services Business Strategic Initiative Continues with Expanded Gross Margins

Exhibit 99.1 SPAR Group, Inc. Reports Third Quarter Fiscal 2023 Results Momentum Builds on Growth in Merchandising Services Business Strategic Initiative Continues with Expanded Gross Margins AUBURN HILLS, MI, November 14, 2023 – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a leading global provider of merchandising, marketing, and distribution services today reported f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6 (e) (2)) ☒ Definiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

– Financial Statements Follow –

Exhibit 99.1 SPAR Group, Inc. Reports Second Quarter Fiscal 2023 Results August 14, 2023 Quarter Revenues Down 3%, up 1% on a Constant Currency, with Continued Expansion of Gross Margins and Improved Cash AUBURN HILLS, Mich., Aug. 14, 2023 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a leading global provider of merchandising, marketing, and distribut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

Momentum Continues with Revenues of $64 million, Up 9.1%, or 12.4% Constant Currency, Gross Margin Expansion, & Operating Income Up 52%

Exhibit 99.1 SPAR Group, Inc. Reports Strong First Quarter Fiscal 2023 Results May 22, 2023 Momentum Continues with Revenues of $64 million, Up 9.1%, or 12.4% Constant Currency, Gross Margin Expansion, & Operating Income Up 52% AUBURN HILLS, Mich., May 22, 2023 (GLOBE NEWSWIRE) - SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a leading global provider of merchandising, ma

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file n

OMB APPROVAL

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: Expires: Estimated average burden hours per response 3235-0058 March 31, 2023 2.50 FORM 12b-25 SEC FILE NUMBER 0-27408 NOTIFICATION OF LATE FILING CUSIP NUMBER 784933 10 3 (Check one): ☐ Form 10-K ☐Form 20-F ☐Form 11-K ☒ Form 10-Q ☐Form 10-D ☐Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408

CORRECTION: SPAR Group, Inc. Reports Fourth Quarter and Fiscal 2022 Results, Achieves Record Full Year Sales of $261 million, Up 2.2%, Up 3.5% Constant Currency Momentum Continues in Fourth Quarter with Revenues of $64.6 million, Up 7.7% and Up 11.8%

Exhibit 99.1 CORRECTION: SPAR Group, Inc. Reports Fourth Quarter and Fiscal 2022 Results, Achieves Record Full Year Sales of $261 million, Up 2.2%, Up 3.5% Constant Currency Momentum Continues in Fourth Quarter with Revenues of $64.6 million, Up 7.7% and Up 11.8% Constant Currency AUBURN HILLS, MI, April 24, 2023 – In a release issued under the same headline on Monday, April 17th by SPAR Group, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

SPAR Group, Inc. Reports Fourth Quarter and Fiscal 2022 Results, Achieves Record Full Year Sales of $261 million, Up 2.2%, Up 3.5% Constant Currency Momentum Continues in Fourth Quarter with Revenues of $64.6 million, Up 7.7% and Up 11.8% Constant Cu

Exhibit 99.1 SPAR Group, Inc. Reports Fourth Quarter and Fiscal 2022 Results, Achieves Record Full Year Sales of $261 million, Up 2.2%, Up 3.5% Constant Currency Momentum Continues in Fourth Quarter with Revenues of $64.6 million, Up 7.7% and Up 11.8% Constant Currency AUBURN HILLS, Mich., April 17, 2023 – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a leading global pr

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408 SPAR GROUP, INC.

Phantom Stock Unit Grant and Agreement entered into and is effective as of March 24, 2022, between SGRP and Ron Lutz (as filed herewith).

Exhibit 10.8 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of March 24, 2022 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cur

Phantom Stock Unit Grant and Agreement entered into and is effective as of March 24, 2022, between SGRP and William Linnane (as filed herewith).

Exhibit 10.7 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of March 24, 2022 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cur

Inducement RSU Contract between SPAR Group, Inc. and Antonio Calisto Pato dated March 10, 2023 (as filed herewith).

Exhibit 10.9 SPAR GROUP, INC. INDUCEMENT RSU GRANT AND CONTRACT This Inducement Restricted Stock Unit Grant and Contract has been entered into and is effective as of March 10, 2023 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporati

Third Modification Agreement dated as of December 16, 2021, and effective as of December 1, 2021 (the "Third Modification Agreement"), among North Mill Capital, LLC ("NM"), d/b/a SLR Business Credit, SPAR Group, Inc. ("SGRP") and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force, Inc. ("SMF"), and SPAR Canada Company ("SCC"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors", and together with SMF and SCC, each a "NM Loan Party" and collectively, the "NM Loan Parties") (as filed herewith).

Exhibit 10.56 THIRD MODIFICATION AGREEMENT THIS THIRD MODIFICATION AGREEMENT (this "Modification Agreement") is dated as of December [16], 2021 and will be effective as of December 1, 2021, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARK

Phantom Stock Unit Grant and Agreement entered into and is effective as of March 24, 2022, between SGRP and Kori G. Belzer (as filed herewith).

Exhibit 10.6 SPAR GROUP, INC. Phantom Stock Grant and Agreement This Restricted Stock Unit Grant and Agreement has been entered into and is effective as of March 24, 2022 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Agreement"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), cur

List of Subsidiaries (as filed herewith).

Exhibit 21.1 SPAR Group, Inc. List of Subsidiaries Owned Subsidiaries State or Country of Incorporation SPAR Acquisition, Inc. 100 % Nevada SPAR Assembly & Installation, Inc. (f/k/a SPAR National Assembly Services, Inc.) 100 % Nevada SPAR Canada Company 100 % Nova Scotia, Canada SPAR Canada, Inc. 100 % Nevada SPAR Group International, Inc. 100 % Nevada SPAR, Inc. 100 % Nevada SPAR International Lt

Change of Control Severance Agreement between SGRP and Antonio Calisto Pato dated as of February 28, 2023 (as filed herewith).

Exhibit 10.22 CHANGEOFCONTROLSEVERANCEAGREEMENT This Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and Antonio Calisto Pato (the "Executive") is made and entered into effective as of February 28, 2023(the "Effective Date"). The Executive and the Corporation may be referred to individually as a "Party" and collecti

Form of SGRP's Series B Preferred Stock Certificate (incorporated by reference to SGRP’s Annual Report on Form 10-K, as filed with the SEC on April 17, 2023).

Exhibit 4.2

Fifth Modification Agreement entered into as of August 9, 2022 (the "Fifth Modification Agreement"), among North Mill Capital, LLC ("NM"), d/b/a SLR Business Credit, SPAR Group, Inc. ("SGRP") and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force, Inc. ("SMF"), and SPAR Canada Company ("SCC"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors", and together with SMF and SCC, each a "NM Loan Party" and collectively, the "NM Loan Parties") (as filed herewith).

Exhibit 10.58 FIFTH MODIFICATION AGREEMENT THIS FIFTH MODIFICATION AGREEMENT (this "Modification Agreement") is entered into as of August 9 , 2022, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING FORCE, INC., a Nevada corporation ("

Corrective Global Amendment to Change of Control Severance Agreements between SGRP, Fay DeVriese, William Linnane and Ron Lutz made and entered into and effective as of August 10, 2022 (as filed herewith).

Exhibit 10.21 CORRECTIVE AMENDMENTS TO CHANGE OF CONTROL SEVERANCE AGREEMENTS This Corrective Global Amendment to Change of Control Severance Agreements ("Amendment") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and each of the undersigned Executives (each an "Executive") is made and entered into effective as of August 10, 2022 (the " Amendment Date"). The Executi

OMB APPROVAL

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: Expires: Estimated average burden hours per response 3235-0058 March 31, 2023 2.50 FORM 12b-25 SEC FILE NUMBER 0-27408 NOTIFICATION OF LATE FILING CUSIP NUMBER 784933 10 3 (Check one): ☒ Form 10-K ☐Form 20-F ☐Form 11-K ☐Form 10-Q ☐Form 10-D ☐Form N-CEN ☐Form N-CSR For Period Ended: December 31, 2022 ☐

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2023 SPAR Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of (Commission IRS Employer Incorporation

CDN$2 million Fourth Amended and Restated Revolving Credit Master Promissory Note executed and delivered by SCC to NM and dated as of February 1, 2023 (incorporated by reference to Exhibit 10.3 to SGRP’s Current Report on Form 8-K as filed with the SEC on March 2, 2023).

Exhibit 10.3 FOURTH AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE CDN$2,000,000.00 Princeton, New Jersey February 1, 2023 FOR VALUE RECEIVED, the undersigned SPAR CANADA COMPANY, an unlimited company organized under the laws of Nova Scotia ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"),

Sixth Modification Agreement entered into as of February 1, 2023 (the "Sixth Modification Agreement"), among North Mill Capital, LLC ("NM"), d/b/a SLR Business Credit, SPAR Group, Inc. ("SGRP") and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force, Inc. ("SMF"), and SPAR Canada Company ("SCC"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors", and together with SMF and SCC, each a "NM Loan Party" and collectively, the "NM Loan Parties") (incorporated by reference to Exhibit 10.1 to SGRP's Current Report on Form 8-K as filed with the SEC on March 2, 2023).

Exhibit 10.1 SIXTH MODIFICATION AGREEMENT THIS SIXTH MODIFICATION AGREEMENT (this "Modification Agreement") is entered into as of February 1, 2023, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING FORCE, INC., a Nevada corporation ("

US$28 million Fourth Amended and Restated Revolving Credit Master Promissory Note executed and delivered by SMF to NM and dated as of February 1, 2023 (incorporated by reference to Exhibit 10.2 to SGRP’s Current Report on Form 8-K as filed with the SEC on March 2, 2023).

Exhibit 10.2 FOURTII AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE $28,000,000.00 Princeton, New Jersey February 1, 2023 FOR VALUE RECEIVED, the undersigned SPAR MARKETING FORCE, INC., a Nevada corporation ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), at 821 Alexander Road, Suite 130,

SPAR Group, Inc. Names Antonio Calisto Pato as Chief Financial Officer CFO Appointment Further Strengthens SPAR Group's Leadership Team

Exhibit 99.1 SPAR Group, Inc. Names Antonio Calisto Pato as Chief Financial Officer CFO Appointment Further Strengthens SPAR Group's Leadership Team AUBURN HILLS, MI, February 23, 2023 – SPAR Group, Inc. (NASDAQ: SGRP) ("SPAR Group" and the "Corporation", and together with its subsidiaries the "Company"), a leading global provider of services to retail and consumer goods companies, today announced

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2023 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

Quarterly Net Revenues $69.8 million, Up 3.6% or 7.2% Adjusted for Constant Currency Growth Reflects Strong Americas Business Fueled by In-Store Merchandising and Store Remodel Business

Exhibit 99.1 SPAR Group, Inc. Reports Fiscal 2022 Third Quarter Results November 14, 2022 Quarterly Net Revenues $69.8 million, Up 3.6% or 7.2% Adjusted for Constant Currency Growth Reflects Strong Americas Business Fueled by In-Store Merchandising and Store Remodel Business AUBURN HILLS, Mich., Nov. 14, 2022 /PRNewswire/ - SPAR Group, Inc. (NASDAQ: SGRP) ("SPAR", "SPAR Group" or the "Company"), a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2022 SPAR Group, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the third quarterly period ended September 30, 2022. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission f

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.)

SPAR Group, Inc. Announces Review of Strategic Alternatives

Exhibit 99.1 SPAR Group, Inc. Announces Review of Strategic Alternatives September 8, 2022 AUBURN HILLS, Mich., Sept. 8, 2022 /PRNewswire/ - SPAR Group, Inc. (NASDAQ: SGRP), a leading global provider of services to retail and consumer goods companies, today announced that its Board of Directors has initiated a process to evaluate potential strategic alternatives to maximize shareholder value. As p

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.)

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

SPAR Midwest Ideas Conference Presentation, as furnished herewith.

Exhibit 99.1

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

SPAR Group, Inc. Reports Fiscal 2022 Second Quarter Results ~ Quarterly Net Revenues $68 million ~ Operating Income Up 25% ~ Net Income Up 123%

Exhibit 99.1 SPAR Group, Inc. Reports Fiscal 2022 Second Quarter Results ~ Quarterly Net Revenues $68 million ~ Operating Income Up 25% ~ Net Income Up 123% AUBURN HILLS, MI, August 16, 2022 ? SPAR Group, Inc. (NASDAQ: SGRP) (?SPAR?, ?SPAR Group? or the ?Company?), a leading global provider of merchandising, marketing, and distribution services today reports financial and operating results for the

Fourth Modification Agreement dated as of July 1, 2022, and effective as of June 30, 2022 (the "Fourth Modification Agreement"), among North Mill Capital, LLC ("NM"), d/b/a SLR Business Credit, SPAR Group, Inc. ("SGRP") and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force, Inc. ("SMF"), and SPAR Canada Company ("SCC"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors", and together with SMF and SCC, each a "NM Loan Party" and collectively, the "NM Loan Parties") (incorporated by reference to Exhibit 10.1 to SGRP's Current Report on Form 10-Q for the quarter ended June 30, 2022, as filed with the SEC on August 15, 2022).

Exhibit 10.1 FOURTH MODIFICATION AGREEMENT THIS FOURTH MODIFICATION AGREEMENT (this "Modification Agreement") is dated as of July 1, 2022 and will be effective as of June 30, 2022, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING FOR

Amended and Restated Change of Control Severance Agreement between Kori G. Belzer and SGRP, dated as of August 10, 2022 (incorporated by reference to Exhibit 10.2 to SGRP's Quarterly Report on Form 10-Q, as filed with the SEC on August 15, 2022).

Exhibit 10.2 AMENDED AND RESTATED CHANGE OF CONTROL SEVERANCE AGREEMENT This Amended and Restated Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and Kori G. Belzer (the "Executive") is made and entered into effective as of August 10, 2022 (the "Effective Date"). The Executive and the Corporation may be referred to

Amended and Restated Change of Control Severance Agreement between Lawrence David Swift and SGRP dated as of August 10, 2022 (incorporated by reference to Exhibit 10.3 to SGRP's Current Report on Form 8-K, as filed with the SEC on August 14, 2022).

Exhibit 10.3 AMENDED AND RESTATED CHANGE OF CONTROL SEVERANCE AGREEMENT This Amended and Restated Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and Lawrence David Swift (the "Executive") is made and entered into effective as of August 10, 2022 (the "Effective Date"). The Executive and the Corporation may be referr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the second quarterly period ended June 30, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

Text of Nasdaq Letter to SGRP

Exhibit 99.1 Text of Nasdaq Letter to SGRP August 1, 2022 Mr. Michael R. Matacunas Chief Executive Officer SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, MI 48326 Re: SPAR Group, Inc. (the ?Company?) Nasdaq Symbol: SGRP Dear Mr. Matacunas: On July 7, 2022, Staff notified the Company that it did not comply with the audit committee requirements for continued listing on The Nasdaq Capital Market se

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 12, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

Text of Nasdaq Letter to SGRP

Exhibit 99.1 Text of Nasdaq Letter to SGRP July 7, 2022 Ms. Fay DeVriese Chief Financial Officer, Treasurer and Secretary SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, MI 48326 Re: SPAR Group, Inc. (the ?Company?) Nasdaq Symbol: SGRP Dear Ms. DeVriese: As you are aware, due to resignation of Mr. Panagiotis N. Lazaretos on January 25, 2022, from the from the Company?s board and audit committee,

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

SPAR East Coast Ideas Conference Presentation, as furnished herewith.

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Defi

2022 Stock Repurchase Program May 24, 2022

Exhibit 99.1 2022 Stock Repurchase Program May 24, 2022 SPAR Group, Inc. (the "Corporation" or "SGRP"), is the issuer of shares of Common Stock ("SGRP Shares"), and the SGRP Shares are currently listed and traded on the Nasdaq Stock Market ("Nasdaq"). With the approval of the Board of Directors of the Corporation (the "Board"), the Corporation has established this 2022 Stock Repurchase Program (th

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended March 31, 2022. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file

SPAR Investor Presentation May 2022, as furnished herewith.

Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2021 -12-31FY2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file nu

Change of Control Severance Agreement between SGRP and William Linnane dated as of July 12, 2021 (incorporated by reference to Exhibit 10.18 to the Corporation’s Annual Report on Form 10-K as filed with the SEC on April 15, 2022.

EXHIBIT 10.18 CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation"), and William Linnane (the "Executive") is made and entered into effective as of July 12, 2021 (the "Effective Date"). The Executive and the Corporation may be referred to individually as a "Party" and collectively as the "P

List of Subsidiaries (as filed herewith).

Exhibit 21.1 SPAR Group, Inc. List of Subsidiaries 100 % Owned Subsidiaries State or Country of Incorporation SPAR Acquisition, Inc. Nevada SPAR Assembly & Installation, Inc. (f/k/a SPAR National Assembly Services, Inc.) Nevada SPAR Canada Company Nova Scotia, Canada SPAR Canada, Inc. Nevada SPAR Group International, Inc. Nevada SPAR, Inc. Nevada SPAR International Ltd. Cayman Islands SPAR Marketi

Change of Control Severance Agreement between SGRP and Ron Lutz dated as of July 12, 2021 (incorporated by reference to Exhibit 10.19 to the Corporation’s Annual Report on Form 10-K as filed with the SEC on April 15, 2022).

EXHIBIT 10.19 CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation"), and Ron Lutz (the "Executive") is made and entered into effective as of July 12, 2021 (the "Effective Date"). The Executive and the Corporation may be referred to individually as a "Party" and collectively as the "Parties"

Inducement RSU Contract, between SPAR Group, Inc. and Ron Lutz, dated August 2, 2021 (incorporated by reference to Exhibit 10.7 to the Corporation’s Annual Report on Form 10-K as filed with the SEC on April 15, 2022).

EXHIBIT 10.7 SPAR GROUP, INC. RSU GRANT This Restricted Stock Unit Contract has been entered into and is effective as of August 2, 2021 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), currently having an address at 1910 Opd

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408 SPAR GROUP, INC.

Inducement RSU Contract, between SGRP and Mike Matacunas, dated February 22, 2021 (incorporated by reference to Exhibit 10.9 to the Corporation’s Annual Report on Form 10-K as filed with the SEC on April 15, 2022).

EXHIBIT 10.9 SPAR GROUP, INC. RSU GRANT This Restricted Stock Unit Contract has been entered into and is effective as of February 22, 2021 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), currently having an address at 1910

Inducement RSU Contract, between SPAR Group, Inc. and William Linnane, dated August 2, 2021 (incorporated by reference to Exhibit 10.6 to the Corporation’s Annual Report on Form 10-K as filed with the SEC on April 15, 2022).

EXHIBIT 10.6 SPAR GROUP, INC. RSU GRANT This Restricted Stock Unit Contract has been entered into and is effective as of August 2, 2021 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Corporation"), currently having an address at 1910 Opd

OMB APPROVAL

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: Expires: Estimated average burden hours per response 3235-0058 March 31, 2022 2.50 FORM 12b-25 SEC FILE NUMBER 0-27408 NOTIFICATION OF LATE FILING CUSIP NUMBER 784933 10 3 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2

SPAR Group, Inc. Reports Fiscal 2021 Fourth Quarter and Year-End Results Full Year 2021 Record Sales of $256 million, Up 11%

EX-99.1 2 ex351733.htm EXHIBIT 99.1 Exhibit 99.1 SPAR Group, Inc. Reports Fiscal 2021 Fourth Quarter and Year-End Results Full Year 2021 Record Sales of $256 million, Up 11% AUBURN HILLS, MI, March 29, 2022 – SPAR Group, Inc. (NASDAQ: SGRP) (“SPAR”, “SPAR Group” or the “Company”), a leading global provider of merchandising, marketing, and distribution services with over 25,000+ team members deploy

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IR

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

SPAR Investor Presentation February 2022, as furnished herewith.

Exhibit 99.1

Consulting Agreement dated January 25, 2022, and effective January 26, 2022, between SGRP and James R. Brown, Sr. (who retired as a SGRP director effective January 25, 2022) (incorporated by reference to Exhibit 10.2 to SGRP's Current Report on Form 8-K, as filed with the SEC on January 28, 2022).

Exhibit 10.2 United States South Africa Brazil Japan Canada Mexico India Australia China 1910 Opdyke Court, Auburn Hills, MI 48326 Turkey January 25, 2022 Mr. James Brown (617) 686-4908 Dear James, On behalf of Spar Group, Inc. (the ?Company?), I am pleased to extend to you an offer to serve as an Advisor to the Company?s Board of Directors (the ?Board?) for a term of one year, effective January 2

Consulting Agreement dated January 27, 2022, effective February 1, 2022, between SGRP and Thenablers, Ltd., which is wholly owned by and will provide certain consulting services from Panagiotis ("Panos") N. Lazaretos (who retired as a SGRP director effective January 25, 2022) to SGRP regarding global sales and new markets’ expansion (incorporated by reference to Exhibit 10.3 to SGRP's Current Report on Form 8-K, as filed with the SEC on January 28, 2022).

Exhibit 10.3 SERVICES CONTRACT THIS SERVICES CONTRACT (the ?Agreement?) dated as of January 27th, 2022 (?Execution Date?): BETWEEN SPAR GROUP, Inc Headquartered at 1910 Opdyke Court, Auburn Hills, MI, USA, 48326 (the ?Customer?) - AND - THENABLERS, Ltd Headquartered at 18 Kyriakou Matsi, 2nd floor, Egkomi, Nicosia, Cyprus, 2408 (the ?Service Provider?) Background: WHEREAS the Customer agrees that

Amended and Restated By-Laws of SPAR Group, Inc., as adopted, restated, effective and dated January 18, 2019 and as further amended through January 25, 2022 (incorporated by reference to Exhibit 3.3 to SGRP's Current Report on Form 8-K, as filed with the SEC on January 28, 2022).

Exhibit 3.3 AMENDED AND RESTATED BY-LAWS of SPAR Group, Inc. As Adopted, Restated, Effective and Dated as of January 18, 2019, And As Further Amended Through January 25, 2022 TABLE OF CONTENTS Page Article I. CERTIFICATE, BY-LAWS, AGENT AND OFFICES Section 1.01. Certificate of Incorporation 1 Section 1.02. By-Laws and Restatement; Conformed Version Includes All Amendments 1 Section 1.03. Registere

Change of Control, Voting and Restricted Stock Agreement, effective January 28, 2022, by and among SGRP, Robert G. Brown, William H. Bartels, SPAR Administrative Services, Inc., a Nevada corporation, and SPAR Business Services, Inc., a Nevada corporation (incorporated by reference to Exhibit 10.1 to SGRP's Current Report on Form 8-K, as filed with the SEC on January 28, 2022).

Exhibit 10.1 Confidential CHANGE OF CONTROL, VOTING AND RESTRICTED STOCK AGREEMENT This CHANGE OF CONTROL, VOTING AND RESTRICTED STOCK AGREEMENT (the ?Agreement?) is signed as of January 28, 2022 (the ?Signing Date?), by and among SPAR Group, Inc., a Delaware corporation, and the subsidiaries of SPAR Group, Inc. (collectively the ?Company?), Robert G. Brown, an individual (?Brown?), William H. Bar

Certificate of Elimination of the Certificate of Designation of Series "A" Preferred Stock of SPAR Group, Inc., adopted as of January 25, 2022 (incorporated by reference to Exhibit 3.1 to SGRP's Current Report on Form 8-K, as filed with the SEC on January 28, 2022).

Exhibit 3.1 Certificate of Elimination of the Certificate of Designation of Series ?A? Preferred Stock of SPAR Group, Inc. As of January 25, 2022 The undersigned, duly authorized officer of SPAR Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), in accordance with the provisions of Section 103 of the General Corporation Law of the State o

Certificate of Designation of Series "B” Convertible Preferred Stock of SPAR Group, Inc., adopted January 25, 2022 (incorporated by reference to Exhibit 3.2 to SGRP's Current Report on Form 8-K, as filed with the SEC on January 28, 2022).

Exhibit 3.2 Certificate of Designation of Series ?B? Preferred Stock of SPAR Group, Inc. As of January 25, 2022 The undersigned, duly authorized officer of SPAR Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), in accordance with the provisions of Section 103 of the General Corporation Law of the State of Delaware, and pursuant to Sectio

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2022 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the third quarterly period ended September 30, 2021. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission f

Amended and Restated Change of Control Severance Agreement (the "CICSA”) between SGRP and Fay DeVriese made and entered into effective as of August 13, 2021 (incorporated by reference to Exhibit 10.1 to SGRP's Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, as filed with the SEC on November 15, 2021).

Exhibit 10.1 AMENDED AND RESTATED CHANGE OF CONTROL SEVERANCE AGREEMENT This Amended and Restated Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation" or "SGRP"), and Fay DeVriese (the "Executive") is made and entered into effective as of August 13, 2021 (the "Effective Date"). The Executive and the Corporation may be referred to in

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the second quarterly period ended June 30, 2021. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file

Text of Nasdaq Response Letter to SGRP

EX-99.1 2 ex269745.htm EXHIBIT 99.1 Exhibit 99.1 Text of Nasdaq Response Letter to SGRP July 16, 2021 Ms. Fay DeVriese Chief Financial Officer, Treasurer and Secretary SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, Michigan 48326 Re: SPAR Group, Inc. (the “Company”) Nasdaq Symbol: SGRP Dear Ms. DeVriese: On June 15, 2021, Staff notified the Company that due to the simultaneous resignations of al

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A/A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A/A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? De

SPAR Group Appoints Ron Lutz as Chief Global Commercial Officer and William Linnane as Chief Strategy and Growth Officer

Exhibit 99.1 SPAR Group Appoints Ron Lutz as Chief Global Commercial Officer and William Linnane as Chief Strategy and Growth Officer ~ Enabling Greater Focus on Global Growth ~ Expanding the Executive Team ~ Adding Deep Industry Expertise AUBURN HILLS, MI.-(GLOBAL NEWSWIRE)-July 13, 2021?SPAR Group, Inc. (NASDAQ: SGRP), a leading global provider of merchandising and marketing services, today anno

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Defi

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (IRS

Text of Letter to SGRP, from the Nasdaq Stock Market, Inc. ("Nasdaq"), dated June 15, 2021, stating that SGRP no longer com3208plies with Nasdaq's majority independent director and audit committee requirements as set forth in Nasdaq Listing Rule 5605 (incorporated by reference to Exhibit 17.1 to SGRP’s Current Report on Form 8-K, as filed with the SEC on June 22, 2021).

Exhibit 17.1 Text of Nasdaq Deficiency Letter to SGRP June 15, 2021 Ms. Fay DeVriese Chief Financial Officer, Treasurer and Secretary SPAR Group, Inc. 1910 Opdyke Court Auburn Hills, Michigan 48326 Re: SPAR Group, Inc. (the "Company") Nasdaq Symbol: SGRP Dear Ms. DeVriese: This letter follows our recent telephone conversation in which we explained that your Company no longer complies with our List

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (IRS

June 9, 2021

EX-17.1 2 ex256860.htm EXHIBIT 17.1 Exhibit 17.1 June 9, 2021 Robert Brown Chairman Mike Matacunas Chief Executive Officer SPAR Group 1910 Opdyke Court Auburn Hills, MI 48326 Dear Bob and Mike: As you know we are independent members of the Board of Directors of SPAR Group (SGRP) and all of the members of the Company’s Audit Committee. Mr. Baer also serves as Vice Chairman of the Board and Chairman

UNITED STATES Securities and exchange commission Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 10)* Under the Securities Exchange Act of 1934

UNITED STATES Securities and exchange commission Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 10)* Under the Securities Exchange Act of 1934 SPAR Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 784933103 (CUSIP Number) Robert G. Brown 333 Westchester Avenue, South Building, Suite 203 White Plains, NY 10604 (914) 332-4100 (Name, Address an

UNITED STATES Securities and exchange commission Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 7)* Under the Securities Exchange Act of 1934 SPAR Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie

UNITED STATES Securities and exchange commission Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 7)* Under the Securities Exchange Act of 1934 SPAR Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 784933103 (CUSIP Number) William H. Bartels 333 Westchester Avenue, South Building, Suite 203 White Plains, NY 10604 (914) 332-4100 (Name, Address

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the first quarterly period ended March 31, 2021. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to . Commission file

Amended and Restated By-Laws of SPAR Group, Inc., as adopted, restated, effective and dated January 18, 2019 and as further amended through February 22, 2021 (as filed herewith).

EX-3.3 2 ex243873.htm EXHIBIT 3.3 Exhibit 3.3 AMENDED AND RESTATED BY-LAWS of SPAR Group, Inc. As Adopted, Restated, Effective and Dated as of January 18, 2019, And As Further Amended Through February 22, 2021 Restated and Dated January 18, 2019 Conformed Copy Through February 22, 2021 -i- SPAR Group, Inc. By-Laws TABLE OF CONTENTS Section Title Page ARTICLE I. CERTIFICATE, BY-LAWS, Agent and OFFI

Annual Report - FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No.1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408

Amended and Restated Charter of the Audit Committee of the Board of Directors of SPAR Group, Inc., adopted, restated, effective and dated August 12, 2020, (incorporated by reference to Exhibit 3.4 to the First Amendment to SGRP's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2020, as filed with the SEC on April, 29, 2021 ("SGRP's 2020 Annual Report Amendment").

Exhibit 3.4 Amended and Restated Audit Committee Charter Amended and Restated Charter of the Audit Committee of the Board of Directors of SPAR Group, Inc. Dated (as of) August 12, 2020 I. Establishment and Purpose 1. The Board of Directors (the "Board") of SPAR Group, Inc. ("SGRP"), has established a standing committee of the members of the Board (the "Audit Committee") to assist the Board in fulf

Charter of the Compensation Committee of the Board of Directors of SPAR Group, Inc., Amended, Restated and Dated (as of) August 11, 2020, (incorporated by reference to Exhibit 3.5 to the First Amendment to SGRP's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2020, as filed with the SEC on April, 29, 2021 ("SGRP's 2020 Annual Report Amendment").

Exhibit 3.5 Amended and Restated Compensation Committee Charter Charter of the Compensation Committee of the Board of Directors of SPAR Group, Inc. Amended, Restated and Dated (as of) August 11, 2020 I. Establishment and Purpose 1. The Board of Directors (the "Board") of SPAR Group, Inc. ("SGRP"), has established a standing committee of the members of the Board (the "Compensation Committee") to as

Charter of the Governance Committee of the Board of Directors of SPAR Group, Inc., Dated (as of) April 23, 2020 and As Amended through March 18, 2021 (incorporated by reference to Exhibit 3.6 to the First Amendment to SGRP's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2020, as filed with the SEC on April, 29, 2021 ("SGRP's 2020 Annual Report Amendment").

Exhibit 3.6 Governance Committee Charter Charter of the Governance Committee of the Board of Directors of SPAR Group, Inc. Dated (as of) April 23, 2020 As Amended through March 18, 2021 I. Establishment and Purpose 1. The Board of Directors (the "Board") of SPAR Group, Inc. ("SGRP"), has established a standing committee of the members of the Board (the "Governance Committee") to assist the Board i

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (IR

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (IRS

Nonqualified Stock Option Contract, between SPAR Group, Inc. and Fay DeVriese, dated August 31, 2020 (as filed herewith).

Exhibit 4.4 SPAR GROUP, INC. NONQUALIFIED STOCK OPTION CONTRACT This Nonqualified Stock Option Contract has been entered into and is effective as of the 31st day of August, 2020 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract"), between the SPAR Group, Inc., a Delaware corporation ("SGRP" or the "Company"), c

Nonqualified Stock Option Contract, between SPAR Group, Inc. and Mike Matacunas, dated February 22, 2021 (as filed herewith).

EX-4.5 3 ex238839.htm EXHIBIT 4.5 Exhibit 4.5 SPAR GROUP, INC. NONQUALIFIED STOCK OPTION CONTRACT This Nonqualified Stock Option Contract has been entered into and is effective as of February 22, 2021 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein, this "Contract" or this "Option"), between the SPAR Group, Inc., a Delaware

- FORM S-8

As filed with the Securities and Exchange Commission on April 2, 2021 Registration No.

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission file number 0-27408 SPAR GROUP, INC.

List of Subsidiaries (as filed herewith).

EX-21.1 2 ex222830.htm EXHIBIT 21.1 Exhibit 21.1 SPAR Group, Inc. List of Subsidiaries 100 % Owned Subsidiaries State or Country of Incorporation SPAR Acquisition, Inc. Nevada SPAR Assembly & Installation, Inc. (f/k/a SPAR National Assembly Services, Inc.) Nevada SPAR Canada Company Nova Scotia, Canada SPAR Canada, Inc. Nevada SPAR Group International, Inc. Nevada SPAR, Inc. Nevada SPAR Internatio

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (IR

SECOND AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE

EX-99.3 4 ex237694.htm EXHIBIT 99.3 Exhibit 99.3 SECOND AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE CDN$1,500,000.00 Princeton, New Jersey April 1, 2021 FOR VALUE RECEIVED, the undersigned SPAR CANADA COMPANY, an unlimited company organized under the laws of Nova Scotia ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/

SECOND AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE

EX-99.2 3 ex237693.htm EXHIBIT 99.2 Exhibit 99.2 SECOND AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE $16,500,000.00 Princeton, New Jersey April 1, 2021 FOR VALUE RECEIVED, the undersigned SPAR MARKETING FORCE, INC., a Nevada corporation ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), a

SECOND MODIFICATION AGREEMENT

Exhibit 99.1 SECOND MODIFICATION AGREEMENT THIS SECOND MODIFICATION AGREEMENT (this "Modification Agreement") is dated as of March 22, 2021 and will be effective as of April 1, 2021, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company, d/b/a SLR Business Credit ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540, SPAR MARKETING F

Change of Control Severance Agreement by and among SPAR Group, Inc., SPAR Marketing Force, Inc. and Mike Matacunas, dated as of January 26, 2021 as filed herewith.

EX-10.1 2 ex226591.htm EXHIBIT 10.1 Exhibit 10.1 CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement ("Agreement") between SPAR Group, Inc. a Delaware corporation (the "Corporation"), and Mike Matacunas (the "Executive") is made and entered into effective as of January 26, 2021 (the "Effective Date"). The Executive and the Corporation may be referred to individually as

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of Incorporation) (Commission File No.) (

SPAR Group Announces Mike Matacunas as President and Chief Executive Officer

Exhibit 99.1 SPAR Group Announces Mike Matacunas as President and Chief Executive Officer AUBURN HILLS, Mich., February 16, 2021 - SPAR Group, Inc. (Nasdaq:SGRP) ("SGRP"), a global leading provider of merchandising and marketing services, today announced that Mike Matacunas has been appointed as its President and Chief Executive Officer and elected to its Board of Directors. In this role, Mr. Mata

SGRP's definitive Information Statement respecting the Written Stockholder Consents filed with the SEC on February 2, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: Preliminary Information Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e) (2)) ☒ Definitive

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (

- FORM PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e) (2)) ☐ Definitiv

AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE

EX-99.3 4 ex220254.htm EXHIBIT 99.3 Exhibit 99.3 AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE CDN$1,500,000.00 Princeton, New Jersey December 31, 2020 FOR VALUE RECEIVED, the undersigned SPAR CANADA COMPANY, an unlimited company organized under the laws of Nova Scotia ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Lender

WAIVER AND MODIFICATION AGREEMENT

EX-99.1 2 ex220252.htm EXHIBIT 99.1 Exhibit 99.1 WAIVER AND MODIFICATION AGREEMENT THIS WAIVER AND MODIFICATION AGREEMENT (this "Modification Agreement") is entered in as of January 4, 2021 and effective as of December 31, 2020, by and among NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Lender"), with a place of business at 821 Alexander Road, Suite 130, Princeton, New Jersey 0854

AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE

EX-99.2 3 ex220253.htm EXHIBIT 99.2 Exhibit 99.2 AMENDED AND RESTATED REVOLVING CREDIT MASTER PROMISSORY NOTE $14,500,000.00 Princeton, New Jersey December 31, 2020 FOR VALUE RECEIVED, the undersigned SPAR MARKETING FORCE, INC., a Nevada corporation ("Borrower"), promises to pay to the order of NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Lender"), at 821 Alexander Road, Suite 13

Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2021 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451 (I

Written Consent of Stockholders of SPAR Group, Inc., dated December 24, 2020, and finalized and delivered on December 29, 2020, from Mr. Robert G. Brown, the SP/R, Inc. Defined Benefit Pension Trust, Innovative Global Technologies, LLC, Mr. William H. Bartels and the WHB Services, Inc. Incentive Savings Plan and Trust.

Exhibit 99.1

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2020 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-27408 33-0684451 (State or Other Jurisdiction of (Commission (IRS Employer Incorporati

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2020 SPAR Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-27408 (Commission File No.) 33-0684451