Robert G. Brown, SPAR Business Services, Inc., and Innovative Global Technologies, LLC filed Amendment No. 13 to their joint Schedule 13D with the SEC on October 27, 2026, disclosing share balances and a May 1, 2026 Settlement Agreement concerning SPAR Group, Inc. common stock.

Key Highlights

  • Aggregate beneficial ownership: The reporting persons collectively held 5,316,903 nonduplicative shares of SPAR Group, Inc. common stock, representing approximately 18.72% of the 28,398,560 shares outstanding as of August 6, 2026.
  • Brown's individual position: Robert G. Brown reported sole voting and dispositive power over 1,778,709 shares, plus shared voting and dispositive power over an additional 3,538,194 shares held through SPAR Business Services, Inc. and Innovative Global Technologies, LLC.
  • IGT's stake: Innovative Global Technologies, LLC reported 3,000,000 shares with shared voting and dispositive power, representing approximately 10.56% of the class.
  • Settlement and board rights: On May 1, 2026, the Issuer, Brown, and SBS entered into a Settlement Agreement and Release and a CIC-Related Side Letter extending the January 28, 2022 Change of Control agreement through January 28, 2028, giving Brown the right to designate up to two individuals to serve on the Issuer's Board of Directors.
  • No new share acquisition: According to the filing, no new acquisition of common stock is reported in this amendment.
  • Correction to prior amendment: Amendment No. 11, filed August 12, 2024, had included Jean Brown's and a pension trust's holdings in its aggregate; the current amendment excludes those holdings, as Brown disclaimed beneficial ownership of Jean Brown's 45,000 shares and holds no voting or dispositive authority over the pension trust.

Brown Group's Position in SPAR Group and the May 2026 Settlement

According to the filing, the three reporting persons - Robert G. Brown, SPAR Business Services, Inc. (SBS), and Innovative Global Technologies, LLC (IGT) - jointly hold 5,316,903 shares of SPAR Group, Inc. common stock. The share count is described as nonduplicative, meaning the SBS and IGT shares are not double-counted even though Brown reports shared authority over both. SBS is identified as a Nevada corporation providing business services, wholly owned by Brown, while IGT is described as a Nevada limited liability company engaged in artificial-intelligence software development, of which Brown is Managing Director but holds no equity interest.

The filing discloses that on May 1, 2026, SPAR Group, Brown, and SBS entered into a Settlement Agreement and Release alongside a separate CIC-Related Side Letter. The CIC Side Agreement treats the original January 28, 2022 Change of Control, Voting and Restricted Stock Agreement as continuing through January 28, 2028 with specified modifications. A notable provision, according to the filing, is that "Brown shall have the right to designate up to two individuals to serve on the Issuer's Board of Directors and to replace such designees by written notice, subject to the terms of the CIC Side Agreement." The filing notes this agreement is among its signatories only and is not a formal amendment binding non-signatories to the original CIC Agreement.

The filing also clarifies scope of the reporting group. Jean Brown separately owns 45,000 shares over which she alone exercises authority, and the SP/R, Inc. Defined Benefit Pension Trust holds additional shares. Brown disclaimed beneficial ownership of Jean Brown's shares and reported no voting or dispositive authority over the pension trust. Those holdings are therefore excluded from the aggregate reported in this amendment. The reporting persons stated they have no current plan or proposal of the type enumerated in Item 4(a) through (j) of Schedule 13D, beyond the contractual board-designation rights described above.

What Was Disclosed

This amendment to a long-running Schedule 13D filing disclosed the reporting group's beneficial ownership of approximately 18.72% of SPAR Group, Inc. common stock as of October 27, 2026, corrected prior reporting-person classification information, and described a May 1, 2026 settlement granting Brown board designation rights through January 28, 2028.