Update: Former Spark Energy CEO Nathan Kroeker Enters Into Transition & Resignation Agreement

March 25, 2020

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Copyright 2010-20 EnergyChoiceMatters.com
Reporting by Paul Ring • ring@energychoicematters.com

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Spark Energy, Inc. ('Spark' or the 'Company') announced in an 8-K that the Company and Nathan Kroeker, who had until recently been serving as Spark's Chief Executive Officer, have entered into a Transition and Resignation Agreement and Mutual Release of Claims (the 'Transition Agreement'), pursuant to which Mr. Kroeker resigned from all positions of employment (including as President, Chief Executive Officer and as a director), but will remain with the Company in an advisory role through April 1, 2020 (the 'Separation Date').

As first reported by EnergyChoiceMatters.com, Spark had earlier in the month announced that W. Keith Maxwell III had been appointed as Interim Chief Executive Officer and Executive Chairman of the Board, effective immediately, and that Kevin McMinn had been appointed as Spark's Chief Operating Officer. However, at such time, the Company did not announced any details concerning Kroeker's status

An undated press release included in the 8-K says that Kroeker is resigning to pursue other opportunities, effective April 1, 2020.

The release further says that Spark's Founder and Executive Chairman of the Board, W. Keith Maxwell III, will serve as Spark's Interim President and Chief Executive Officer and that Spark has begun a process to appoint a permanent successor for Mr. Kroeker.

Pursuant to the Transition Agreement, Mr. Kroeker will assist the Company in transitioning his duties and provide services that the Company may reasonably request of him through the Separation Date. Subject to the terms and conditions of the Transition Agreement, Mr. Kroeker will receive total separation payments in the amount of $597,844 (the 'Separation Payment'), less ordinary withholdings for federal income, Social Security and Medicare taxes. Mr. Kroeker will also receive $268,500 attributable to a bonus with respect to the year ended December 31, 2019, payable in a lump sum on April 1, 2020. The Transition Agreement also provides for the accelerated vesting of 187,709 restricted stock units granted to Mr. Kroeker under the Company’s Amended and Restated Long-Term Incentive Plan, subject to the conditions of the Transition Agreement and withholding of shares to satisfy tax obligations. Mr. Kroeker is retaining his restricted stock units that vest upon a change in control, which will continue to be subject to vesting under their terms, if at all, for a maximum of 120 days.

The Transition Agreement also provides for a release by Mr. Kroeker of any claims against the Company, its affiliates and its agents, and affirmation of existing confidentiality, non-competition, non-solicitation and non-disparagement obligations, and other restrictive covenants, as set forth in Mr. Kroeker’s employment agreement with the Company.

A copy of the Transition Agreement is here

Spark also filed in the 8-K a copy of the employment agreement with Kevin McMinn, which details various compensation. A copy is available here

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