Spark Energy, Inc. disclosed in an 8-K that, on March 30, 2020, Spark Energy, Inc. (the "Company") entered into Amendment No. 2 to the Third Amended and Restated Limited Liability Company Agreement of Spark HoldCo, LLC (the "Amendment"), by and among the Company, Spark HoldCo, LLC, a Delaware limited liability company and a subsidiary of the Company ("Spark HoldCo"), NuDevco Retail, LLC and Retailco, LLC.

The Amendment amends the Third Amended and Restated Limited Liability Company Agreement of Spark Holdco, LLC, dated as of March 15, 2017, as amended (the "Third Restated LLC Agreement"), to revise the definition of Assumed Tax Liability and Special Assumed Tax Liability, which terms are used in the Third Restated LLC Agreement to determine the amount of cash that is distributed to members of Spark HoldCo, including the Company. The Amendment provides that, for tax years beginning after 2019, the Assumed Tax Liability includes an additional amount equal to the cumulative amount of Company taxable income in all prior taxable years or portions thereof up to and including the first taxable year beginning after 2019, multiplied by an assumed tax rate equal to the highest effective combined federal, state and local tax rate that is applicable to any member of Spark HoldCo, LLC ("Spark HoldCo"), determined by taking into account the character of income and loss allocated to the Company and that the Company estimates as of each tax distribution date. The Amendment makes certain conforming changes to the definition of Special Assumed Tax Liability.

NuDevco Retail, LLC and Retailco, LLC are owned by W. Keith Maxwell III, Spark's interim Chief Executive Officer, Chairman of the Board, founder and majority shareholder. The terms of the Amendment were unanimously approved by our Board of Directors after approval by the Audit Committee, which is composed exclusively of independent members of our Board of Directors.

The Amendment can be seen in Spark's 8-K here

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