ReposiTrak filings document a Nevada operating company that provides SaaS-based traceability, compliance, risk management, and supply chain applications for retailers, wholesalers, suppliers, and food manufacturers. Its Form 8-K disclosures record quarterly results and earnings-call materials, cash dividend declarations, share repurchase authorizations, and material commercial or financing agreements involving its subsidiary PC Group.
Governance filings cover director appointments, committee assignments, annual meeting voting results, executive compensation advisory votes, and common-stock matters. The disclosures also describe the company's product families, public-company governance framework, capital allocation actions, and regulatory context for food safety and supply chain compliance.
ReposiTrak, Inc. asks shareholders to elect five directors and ratify Haynie & Company as its independent auditor for the fiscal year ending June 30, 2027, at the November 18, 2026 annual meeting. The Board recommends voting “FOR” both proposals. As of September 25, 2026, 18,201,204 common shares and 160,865 Series B preferred shares were outstanding, carrying one and 2.5 votes per share, respectively.
Chief Financial Officer John R. Merrill’s agreement runs through August 18, 2029 and provides a $325,000 annual base salary, a discretionary bonus equal to 60% of base salary, and 75,000 restricted shares vesting pro rata over five years beginning on the first anniversary of the grant. ReposiTrak paid Fields Management, Inc., controlled by Chairman and CEO Randall K. Fields, $1,113,031 for services in fiscal 2026; it also redeemed and retired $1,874,993 of Series B preferred from Fields, his affiliates and director Robert W. Allen. Net income was $7,401,683 in fiscal 2026 versus $6,617,821 in fiscal 2025, while PEO compensation actually paid was $(6,331,600), compared with $2,272,752 in fiscal 2025.
ReposiTrak, Inc. reported fiscal 2026 revenue of $23.3 million, up 3% from $22.6 million, as operating expenses fell 6% to $15.4 million. Income from operations rose 26% to $7.8 million and GAAP net income increased 8% to $7.6 million. Net income to common shareholders was $7.4 million, up 12%, and diluted EPS was $0.39 versus $0.35.
For the quarter ended June 30, 2026, revenue was $5.6 million, down 3%, while GAAP net income rose 16% to $2.1 million. The company generated $8.2 million in operating cash flow, ended June 30, 2026 with $27.3 million in cash and no bank debt, and returned $5.3 million of capital to shareholders through dividends, common stock repurchases and preferred share redemptions.
ReposiTrak entered an agreement to provide SPAR Group a $4.0 million credit facility and separately acquired approximately $2.4 million of its common stock. The companies introduced Touchless Merchandising; ReposiTrak reported initial supplier agreements and expected a little revenue in the current quarter, with a significant contribution in 2027 and beyond. The FDA extended the food traceability compliance date to July 20, 2028, and Congress directed the FDA not to enforce the rule before then.
ReposiTrak, Inc. (TRAK) reported fiscal 2026 revenue of $23,287,319, up 3% from $22,606,066, and net income of $7,569,487, compared with $6,978,127. Diluted earnings per share were $0.39 versus $0.35. Operating cash flow was $8.2 million, and cash and equivalents were $27.3 million at June 30, 2026; the company reported no outstanding bank debt. The FDA extended FSMA 204’s compliance deadline to July 20, 2028.
Through subsidiary PC Group Inc., ReposiTrak advanced $3.0 million under a financing arrangement of up to $4.0 million to SPAR Marketing Force, Inc., at 8.0% interest, and received 3,190,569 SPAR Group shares in settlement of $2,325,000 due for services. It also entered into agreements to purchase 4,709,837 SPAR Group shares from William Bartels and WHB Services, Inc. Incentive Savings Plan and Trust for approximately $3.3 million, including a $2,571,885 unsecured note bearing 6.0% and maturing July 1, 2030. Approximately $1.7 million of Series B Preferred Stock remained outstanding as of June 30, 2026; ReposiTrak intends to redeem it on or before December 31, 2026, subject to sufficient cash and other applicable considerations.
ReposiTrak, Inc. may offer and sell, in one or more offerings, up to $35.0 million of any combination of common stock, preferred stock, warrants and units. The company may make offerings from time to time, with the specific terms, public price and expected net proceeds for each described in a prospectus supplement.
Unless a supplement states otherwise, ReposiTrak intends to use net proceeds primarily for working capital and general corporate purposes, including sales and marketing, product development and capital expenditures. It may also use a portion for acquisitions or investments in technologies, solutions or businesses.
ReposiTrak, Inc. (symbol: TRAK) is the issuer of record for a Form 4 filing submitted to the SEC.
ReposiTrak, Inc. (TRAK) has filed a shelf registration to offer, from time to time, up to $35,000,000 of common stock, preferred stock, warrants and units. The registration allows primary offerings in one or more tranches, including securities issuable upon conversion, exchange or exercise of other registered securities.
The company, a Nevada‑incorporated SaaS provider of B2B e‑commerce, compliance, traceability and supply‑chain management solutions for food retailers, wholesalers and their suppliers, plans to use any net proceeds primarily for working capital and general corporate purposes, including sales and marketing, product development, capital expenditures, and potentially acquisitions or investments in technologies or businesses. Proceeds may initially be invested in short‑term investment‑grade instruments.
ReposiTrak is authorized to issue 50,000,000 shares of common stock and 30,000,000 shares of preferred stock, of which 700,000 are designated as Series B Preferred. Its common stock trades on the NYSE under the symbol “TRAK”; on August 21, 2026, the last reported sale price was $8.00 per share. The company highlights significant risk factors and forward‑looking uncertainties and incorporates by reference its most recent Form 10‑K, Forms 10‑Q and several Forms 8‑K.
ReposiTrak, Inc. (TRAK) approved a new Executive Employment Agreement with its Chief Financial Officer and Principal Accounting Officer, John R. Merrill, effective August 18, 2026. The agreement has an initial three-year term with automatic one-year renewals and sets an annual base salary of $325,000, retroactive to May 16, 2026.
Merrill is eligible for an annual performance bonus with a 60% of base salary target and a minimum annual bonus equal to 30% of that target, subject to conditions. He will receive 75,000 shares of restricted common stock, vesting in four equal annual installments beginning on the first anniversary of the effective date. If terminated without Cause or he resigns for Good Reason, he is entitled to nine months of base salary, accelerated or continued vesting of all equity awards, nine months of COBRA coverage or reimbursement, any earned but unpaid bonus, and a prorated bonus for the termination year. The agreement includes double-trigger protection for certain terminations following a Change in Control.
Ashford Capital Management, Inc. filed an updated beneficial ownership report for ReposiTrak, Inc. common shares. Ashford reports beneficial ownership of 768,760 shares of common stock, representing 4.23% of the class, based on 18,173,565 shares outstanding as of May 14, 2026. Ashford has sole voting and sole dispositive power over all 768,760 shares and no shared voting or dispositive power. The filing notes that the shares are held in separate individual client accounts and three separate limited partnerships, consistent with Ashford’s role as a registered investment advisor, and confirms that its holdings are now at or below the 5% ownership threshold for this class.
ReposiTrak, Inc. has entered into stock purchase agreements to acquire 4,709,837 shares of SPAR Group common stock for aggregate contingent consideration of about $3.3 million. Consideration includes a $100,000 non-refundable deposit, cash payments of $139,883 and $485,118, and an unsecured promissory note.
The note to William Bartels has a principal amount of $2,571,885, bears 6.0% annual interest, and matures on July 1, 2030, with three annual principal installments of $725,000 plus interest and the balance due at maturity. Following delivery of the shares, ReposiTrak will beneficially own 31.3% of SPAR Group’s outstanding common stock but does not receive contractual rights to direct SPAR Group’s management or operations.