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  4. [Form 4] ReposiTrak, Inc. Insider Trading Activity

ReposiTrak (TRAK) CEO-associated entities detail stock sales and positions

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

ReposiTrak, Inc. insider activity shows several transactions by entities associated with Chief Executive Officer Randall K. Fields, who is also a director and 10% owner. RK Fields Charitable 2022, LLC sold 5,000 shares of common stock on January 5, 2026 at a weighted average price of $12.2686 per share and 2,500 shares on January 6, 2026 at a weighted average price of $11.7238 per share under a pre-arranged Rule 10b5-1 trading plan set up to help meet charitable commitments. After these sales, this LLC held 155,000 and then 152,500 common shares. On December 31, 2025, Riverview Financial Corp and the reporting person’s spouse disposed of 60,411 and 1,402 shares of Series B preferred stock at $10.70 per share, leaving 169,797 and 3,704 preferred shares, respectively. As of that date, Fields also held 3,483,955 common shares directly, plus additional indirect common holdings through Riverview Financial Corp., his spouse, and Fields Management, Inc.

Positive

  • None.

Negative

  • None.
Insider FIELDS RANDALL K
Role CHIEF EXECUTIVE OFFICER
Sold 7,500 shs ($91K)
Type Security Shares Price Value
Sale Common Stock 2,500 $11.7238 $29K
Sale Common Stock 5,000 $12.2686 $61K
Disposition Series B Preferred Stock 60,411 $10.70 $646K
Disposition Series B Preferred Stock 1,402 $10.70 $15K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 152,500 shares (Indirect, By RK Fields Charitable 2022, LLC); Series B Preferred Stock — 169,797 shares (Indirect, By Riverview Financial Corp); Common Stock — 3,483,955 shares (Direct)
Footnotes (1)
  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. The price reported in Column 4 is a weighted average price.The shares were sold in multiple transactions at prices ranging from $12.0396 to $12.40, 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. The price reported in Column 4 is a weighted average price.The shares were sold in multiple transactions at prices ranging from $11.705 to $11.77, 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.
Form 4 Insider Transactions: What Each Field Means →
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).
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)
12/31/2025
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 01/05/2026 S(1) 5,000 D $12.2686(2) 155,000 I By RK Fields Charitable 2022, LLC
Common Stock 01/06/2026 S(1) 2,500 D $11.7238(3) 152,500 I By RK Fields Charitable 2022, LLC
Series B Preferred Stock 12/31/2025 D 60,411 D $10.7 169,797 I By Riverview Financial Corp
Series B Preferred Stock 12/31/2025 D 1,402 D $10.7 3,704 I By Spouse
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.
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 $12.0396 to $12.40, 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 $11.705 to $11.77, 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 01/07/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

Was the ReposiTrak (TRAK) insider sale made under a Rule 10b5-1 trading plan?

Yes. The sale by RK Fields Charitable 2022, LLC occurred automatically under a Rule 10b5-1 trading plan adopted by Randall K. Fields in his capacity as trustee of the 2022 RK Fields Charitable Remainder Unitrust, and the plan was established to help meet charitable commitments.

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

After the reported transactions, RK Fields Charitable 2022, LLC beneficially owned 152,500 ReposiTrak common shares.

What preferred stock transactions tied to ReposiTrak (TRAK) were disclosed?

On December 31, 2025, entities associated with Randall K. Fields disposed of ReposiTrak Series B preferred stock: Riverview Financial Corp disposed of 60,411 shares and the reporting person’s spouse disposed of 1,402 shares, each at $10.70 per share.

How many ReposiTrak (TRAK) common shares does Randall K. Fields directly and indirectly own?

As of December 31, 2025, Randall K. Fields directly held 3,483,955 ReposiTrak common shares and had additional indirect holdings of 615,260 shares through Riverview Financial Corp., 30,667 shares through his spouse, and 333,643 shares through Fields Management, Inc.