Insider charity plan sells ReposiTrak (TRAK) shares in Rule 10b5-1 trades

Rhea-AI Filing Summary

ReposiTrak, Inc. insider filing shows planned charitable-related stock sales by entities associated with CEO and 10% owner Randall K. Fields. A Rule 10b5-1 trading plan for RK Fields Charitable 2022, LLC executed sales of ReposiTrak common stock on three days: 1,000 shares on 01/14/2026 at a weighted average price of $11.094, 3,600 shares on 01/15/2026 at $11.0786, and 2,900 shares on 01/16/2026 at $10.8452. The trading plan was established to help the reporting person meet charitable commitments.

After these transactions, RK Fields Charitable 2022, LLC held 145,000 shares of common stock. As of 01/14/2026, Randall K. Fields also beneficially owned 3,483,955 common shares directly, plus additional common and Series B preferred stock indirectly through Riverview Financial Corp., his spouse, Fields Management, Inc., and other related holdings.

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)
01/14/2026

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	01/14/2026		S(1)		1,000	D	$11.094(2)	151,500	I	By RK Fields Charitable 2022, LLC
Common Stock	01/15/2026		S(1)		3,600	D	$11.0786(3)	147,900	I	By RK Fields Charitable 2022, LLC
Common Stock	01/16/2026		S(1)		2,900	D	$10.8452(4)	145,000	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 $11.00 to $11.30, 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), (3) and (4) 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 $11.02 to $11.14, 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), (3) and (4) to this Form 4.

4. The price reported in Column 4 is a weighted average price.The shares were sold in multiple transactions at prices ranging from $10.77 to $11.04, 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), (3) and (4) to this Form 4.

	/s/ Randall K. Fields	01/16/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who is the reporting person in the ReposiTrak (TRAK) Form 4 filing?

The reporting person is Randall K. Fields, who is a director, chief executive officer, and 10% owner of ReposiTrak, Inc.

What transactions were reported in the ReposiTrak (TRAK) Form 4?

Entities associated with Randall K. Fields reported sales of ReposiTrak common stock by RK Fields Charitable 2022, LLC: 1,000 shares on 01/14/2026 at $11.094, 3,600 shares on 01/15/2026 at $11.0786, and 2,900 shares on 01/16/2026 at $10.8452.

Were the ReposiTrak (TRAK) insider stock sales under a Rule 10b5-1 plan?

Yes. The filing states the sales occurred automatically under a Rule 10b5-1 trading plan adopted by the reporting person in his capacity as trustee and managing member of entities related to RK Fields Charitable 2022, LLC.

What was the purpose of the ReposiTrak (TRAK) Rule 10b5-1 trading plan?

According to the footnote, the trading plan for RK Fields Charitable 2022, LLC was established to enable the reporting person to meet some of his charitable commitments.

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

Following the reported transactions, RK Fields Charitable 2022, LLC beneficially owned 145,000 shares of ReposiTrak common stock.

What are Randall K. Fields’ other beneficial holdings in ReposiTrak (TRAK)?

As of 01/14/2026, Randall K. Fields beneficially owned 3,483,955 common shares directly, plus additional common stock indirectly through Riverview Financial Corp., his spouse, and Fields Management, Inc., as well as Series B preferred stock held indirectly through Riverview Financial Corp. and his spouse.