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).

1. Name and Address of Reporting Person* BROWN ROBERT G/ (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) 05/30/2022
	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	05/30/2022		M		77,231	A	(1)	2,868,849	D
Common Stock, $.01 par value	05/30/2022		M		820,538	A	(1)	1,270,538(2)	I	By SPAR Business Services, Inc. (SBS).(3)
Common Stock, $.01 par value								3,000,000(4)	I	By Innovative Global Technologies LLC.(5)
Common Stock, $.01 par value	05/30/2022		M		51,563	A	(1)	2,920,412	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
Series B Preferred Stock, $.01 par value	(6)	05/30/2022		M			51,487	(7)	(8)	Series B Preferred Stock, $.01 par value	51,487	$0	495,538(1)	D
Series B Preferred Stock, $.01 par value	(6)	05/30/2022		M			547,025	(7)	(8)	Series B Preferred Stock, $.01 par value	547,025	$0	0	I(6)	By SPAR Business Services, Inc. (SBS).(3)
Series B Preferred Stock, $.01 par value	(6)	05/30/2022		M		34,375(9)		(7)	(8)	Series B Preferred Stock, $.01 par value	34,375	$0	529,913	D
Series B Preferred Stock, $.01 par value	(6)	05/30/2022		M			34,375(10)	(7)	(8)	Series B Preferred Stock, $.01 par value	34,375	$0	495,538	D

Explanation of Responses:

1. Acquisition of Common Stock from SPAR Group, Inc. (the "Issuer"), as a result of the vesting and conversion of the convertible preferred shares received from the Issuer pursuant to Change in Control, Voting and Restricted Stock Agreement, by and among the Issuer, Robert G. Brown, William H. Bartels and others, as reported in the Issuer's Current Report on Form 8-K filed January 28, 2022.

2. 820,538 shares of Common Stock held by SPAR Business Services, Inc. (SBS) are beneficially owned by Robert G. Brown. See Footnote 3.

3. Robert G. Brown is the controlling officer/director and a significant stockholder of SPAR Business Services, Inc. (SBS).

4. 3,000,000 shares of Common Stock held by Innovative Global Technologies LLC are beneficially owned by Robert G. Brown. See Footnote 5.

5. Robert G. Brown is a Manager of Innovative Global Technologies LLC.

6. Series B Preferred Stock are automatically convertible into the Common Stock on a 1 for 1.5 basis upon vesting.

7. Vests according to schedule in Change in Control, Voting and Restricted Stock Agreement, by and among SPAR Group, Inc., Robert G. Brown, William H. Bartels and others, as reported in SPAR Group, Inc.'s Current Report on Form 8-K filed January 28, 2022.

8. Not applicable.

9. Transfer of Series B Preferred Stock from William H. Bartels to Robert G. Brown in accordance with the Change in Control, Voting and Restricted Stock Agreement, by and among the Issuer, Robert G. Brown, William H. Bartels and others, as reported in the Issuer's Current Report on Form 8-K filed January 28, 2022.

10. Vests according to schedule in Change in Control, Voting and Restricted Stock Agreement, by and among SPAR Group, Inc., Robert G. Brown, William H. Bartels and others, as reported in SPAR Group, Inc.'s Current Report on Form 8-K filed January 28, 2022.

	/s/ Robert G. Brown	02/07/2023
	** Signature of Reporting Person	Date
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