Charitable LLC tied to ReposiTrak (TRAK) CEO sells common shares

Rhea-AI Filing Summary

ReposiTrak, Inc. insider holdings data show that RK Fields Charitable 2022, LLC, an entity associated with CEO, director and 10% owner Randall K. Fields, sold common stock in two Rule 10b5-1 plan transactions. The LLC sold 2,500 shares of common stock on January 20, 2026 at a weighted average price of $10.9697, and 5,000 shares on January 21, 2026 at a weighted average price of $10.9106. These sales were made under a pre-established Rule 10b5-1 trading plan adopted by Fields in his capacity as trustee of the 2022 RK Fields Charitable Remainder Unitrust to help meet charitable commitments, and the LLC now holds 137,500 common shares. Fields also reports additional ownership of ReposiTrak securities, including 3,483,955 common shares held directly, further common shares held through entities such as Riverview Financial Corp., his spouse and Fields Management, Inc., and Series B Preferred Stock held indirectly through Riverview Financial Corp. and his spouse.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FIELDS RANDALL K

(Last) (First) (Middle)

5282 S COMMERCE DRIVE, SUITE D-292

(Street)

MURRAY UT 84107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ReposiTrak, Inc. [ TRAK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/20/2026		S(1)		2,500	D	$10.9697(2)	142,500	I	By RK Fields Charitable 2022, LLC
Common Stock	01/21/2026		S(1)		5,000	D	$10.9106(3)	137,500	I	By RK Fields Charitable 2022, LLC
Common Stock								3,483,955	D
Common Stock								615,260	I	By Riverview Financial Corp.
Common Stock								30,667	I	By Spouse
Common Stock								333,643	I	By Fields Management, Inc.
Series B Preferred Stock								169,797	I	By Riverview Financial Corp
Series B Preferred Stock								3,704	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported sale occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person in his capacity as Trustee of the 2022 RK Fields Charitable Remainder Unitrust, the managing member of RK Fields Charitable 2022, LLC. The Trading Plan was established to enable the Reporting Person to meet some of his charitable commitments.

2. The price reported in Column 4 is a weighted average price.The shares were sold in multiple transactions at prices ranging from $10.87 to $11.01, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.

3. The price reported in Column 4 is a weighted average price.The shares were sold in multiple transactions at prices ranging from $10.8356 to $10.99, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.

	/s/ Randall K. Fields	01/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions were reported for ReposiTrak (TRAK)?

The filing reports that RK Fields Charitable 2022, LLC, an entity associated with CEO Randall K. Fields, sold ReposiTrak common stock in two transactions: 2,500 shares on January 20, 2026 and 5,000 shares on January 21, 2026.

At what prices were the ReposiTrak (TRAK) shares sold by the charitable LLC?

The entity sold 2,500 ReposiTrak common shares at a weighted average price of $10.9697 on January 20, 2026, and 5,000 shares at a weighted average price of $10.9106 on January 21, 2026. The shares in each trade were executed in multiple transactions within the disclosed price ranges.

Was the ReposiTrak (TRAK) insider sale discretionary or under a 10b5-1 plan?

The reported sales occurred automatically under a pre-established Rule 10b5-1 trading plan adopted by Randall K. Fields in his capacity as trustee of the 2022 RK Fields Charitable Remainder Unitrust, the managing member of RK Fields Charitable 2022, LLC.

Why were the ReposiTrak (TRAK) shares sold by the RK Fields Charitable 2022, LLC?

The trading plan was established to enable Randall K. Fields, through the charitable structure, to meet some of his charitable commitments, according to the footnote disclosure.

How many ReposiTrak (TRAK) shares does RK Fields Charitable 2022, LLC hold after the sales?

After the reported transactions, RK Fields Charitable 2022, LLC holds 137,500 shares of ReposiTrak common stock.

What other ReposiTrak (TRAK) holdings are reported for Randall K. Fields and related entities?

In addition to the charitable LLC’s holdings, Randall K. Fields reports 3,483,955 ReposiTrak common shares held directly, and indirect common stock holdings through entities such as Riverview Financial Corp., his spouse, and Fields Management, Inc., as well as indirect holdings of Series B Preferred Stock through Riverview Financial Corp. and his spouse.