SPAR Group issues 3.19M shares to ReposiTrak to settle $2.325M services payable

SPAR Group, Inc.

SPAR issued 3,190,569 shares at $0.7287 each (5-day VWAP) to satisfy the $2.325M services payable.
ReposiTrak elected stock payment under Amendment No. 1 to Services Agreement dated May 29, 2026.
Shares are unregistered and issued under Section 4(a)(2) and Rule 506(b) to an accredited investor.
No shareholder approval was required; issuance was below the 19.99% Nasdaq threshold.
The amendment allows ReposiTrak to elect cash, stock, or a combination for future payments.

item 1.01 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

SPAR Group, Inc. issued 3,190,569 shares of common stock to ReposiTrak, Inc. for $2,325,000.

Security: common stock
Shares: 3,190,569 shares
Purchaser: ReposiTrak, Inc.
Consideration: $2,325,000

Exact text from the filing

On May 29, 2026, ReposiTrak elected to receive payment of the outstanding balance owed to ReposiTrak under Services Agreement in shares of Common Stock. SGRP issued to ReposiTrak 3,190,569 shares of SGRP’s Common Stock (the " ReposiTrak Issuance ") at a deemed value of $0.728710119 per share, totaling $2,325,000, in satisfaction of amounts owed to ReposiTrak under the Services Agreement, which were issued on May 29, 206, without restrictions other than applicable securities laws.

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Source: SEC EDGAR

accession 0001437749-26-019390

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