SPAR Group Insider Reverses Donation, Boosts Direct Stake

Rhea-AI Filing Summary

SPAR Group, Inc. (SGRP) – Insider Transaction Summary

On 24 June 2025, Director and 10 % owner William H. Bartels filed a Form 4 reporting the addition of 600,000 common shares to his direct holdings. The transaction is coded “J,” indicating a non-market event such as a transfer or reclassification. A footnote clarifies the change is a reversal of a charitable donation previously disclosed on 10 December 2024; therefore, no cash consideration exchanged hands and the share price is recorded as $0.

After the adjustment, Bartels’ direct ownership increases to 4,709,837 shares. No derivative securities were reported, and there is no indication of further contingent rights or obligations. Because the shares are now held directly rather than donated, Bartels’ voting power and economic exposure in SPAR Group rise correspondingly.

The filing is primarily administrative and does not reflect a traditional open-market purchase or sale. While the larger stake may signal continued alignment of interests with common shareholders, the lack of cash consideration and the reversal nature of the entry mean the immediate financial impact on the company and market sentiment is expected to be minimal.

Positive

• Beneficial ownership increase: Bartels' direct holdings rise by 600,000 shares to 4,709,837, indicating continued commitment to SGRP.

Negative

• None.

Insights

Financial Analyst

TL;DR: Reversal adds 600k shares to insider stake; accounting change, not a cash trade—overall neutral.

The Form 4 shows William H. Bartels moving 600,000 shares back into direct ownership, boosting his stake to 4.71 million shares. Transaction code “J” confirms this is an internal transfer tied to a prior charitable donation reversal, not an open-market buy. No price was paid, so there’s no valuation signal or liquidity effect. For investors, the event slightly raises insider ownership—modestly positive for governance optics—but lacks material economic impact. I classify the disclosure as neutral for valuation and near-term trading.

Corporate Governance Specialist

TL;DR: Administrative correction; higher direct ownership enhances alignment but impact limited.

From a governance angle, the reversal restores voting rights to Bartels, a key board member and 10 % holder. Greater direct ownership can improve alignment with minority shareholders, yet because the shares were always under his beneficial control, practical influence changes little. No policy breaches or compliance issues emerge in the filing. Accordingly, the development is procedurally routine and not materially impactful to governance risk assessments.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BARTELS WILLIAMS H

(Last) (First) (Middle)

C/O SPAR GROUP, INC.

1910 OPDYKE COURT

(Street)

AUBURN HILLS MI 48326

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SPAR Group, Inc. [ SGRP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.01 par value	06/24/2025		J		600,000(1)	A	$0	4,709,837	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects a reversal of donation to charity by Reporting Person as previously reported on Form 4 dated December 10, 2024.

	/s/ William H. Bartels	06/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What type of transaction did William H. Bartels report for SGRP on 24 Jun 2025?

A code “J” transaction reflecting the reversal of a prior charitable donation, not a market purchase or sale.

How many SPAR Group shares does Bartels own after the Form 4 filing?

He now directly owns 4,709,837 common shares.

Was any cash paid for the 600,000 SGRP shares acquired?

No. The shares were recorded at a $0 price because the entry was an internal transfer, not a purchase.

Does the filing involve any derivative securities?

No derivative securities were reported in Table II of the Form 4.

Why was the transaction coded “J” on the Form 4?

Code “J” signifies other non-market changes such as transfers or reclassifications, in this case reversing a donation.