STOCK TITAN

TRAK insider Randall Fields reports Rule 10b5-1 stock sales

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

Rhea-AI Filing Summary

ReposiTrak, Inc. (TRAK) insider Randall K. Fields, who is a director, 10% owner and chief executive officer, reported automatic sales of common stock by an affiliated charitable entity. On 11/17/2025, 11/19/2025, and 11/20/2025, RK Fields Charitable 2022, LLC sold 1,000, 4,500 and 2,000 shares of ReposiTrak common stock, respectively, at weighted average prices of $14.807, $14.0109 and $13.4659. The filing states these transactions were executed under a pre-established Rule 10b5-1 trading plan designed to help Fields meet charitable commitments. Following these trades, Fields continues to report significant holdings, including 3,683,955 shares of common stock held directly, plus additional common and Series B preferred shares held indirectly through entities and a spouse.

Positive

  • None.

Negative

  • None.
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)
11/17/2025
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 11/17/2025 S(1) 1,000 D $14.807(2) 11,500 I By RK Fields Charitable 2022, LLC
Common Stock 11/19/2025 S(1) 4,500 D $14.0109(3) 7,000 I By RK Fields Charitable 2022, LLC
Common Stock 11/20/2025 S(1) 2,000 D $13.4659(4) 5,000 I By RK Fields Charitable 2022, LLC
Common Stock 3,683,955 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 229,262 I By Riverview Financial Corp
Series B Preferred Stock 5,320 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 $14.60 to $15.10, 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 $14.00 to $14.03, 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 $13.16 to $14.045, 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 11/21/2025
** 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

What insider transactions did ReposiTrak (TRAK) report for Randall K. Fields?

The filing reports that an affiliated charitable entity of Randall K. Fields sold ReposiTrak common stock in three transactions on 11/17/2025, 11/19/2025, and 11/20/2025, with block sizes of 1,000, 4,500 and 2,000 shares at weighted average prices.

At what prices were the ReposiTrak (TRAK) shares sold in the latest Form 4?

The reported weighted average sale prices were $14.807 on 11/17/2025, $14.0109 on 11/19/2025, and $13.4659 on 11/20/2025, with each date covering multiple trades within disclosed price ranges.

How many ReposiTrak (TRAK) shares does Randall K. Fields still own after these sales?

After the reported transactions, Randall K. Fields continues to hold 3,683,955 ReposiTrak common shares directly, along with additional common and Series B preferred stock held indirectly through Riverview Financial Corp, Fields Management, Inc., a charitable LLC, and a spouse.

What is the purpose of the Rule 10b5-1 trading plan mentioned for TRAK?

The filing explains that the reported sales occurred automatically under a Rule 10b5-1 trading plan established by Fields, in his capacity as trustee and managing member of the charitable entity, to help him meet certain charitable commitments.

Which roles does Randall K. Fields hold at ReposiTrak (TRAK)?

Randall K. Fields is identified as a director, a 10% owner, and the chief executive officer of ReposiTrak, Inc. in the ownership section of the filing.

How are the indirect holdings of ReposiTrak (TRAK) shares structured for Randall K. Fields?

The filing shows indirect ownership of ReposiTrak securities through RK Fields Charitable 2022, LLC, Riverview Financial Corp, Fields Management, Inc., and through his spouse, covering both common stock and Series B preferred stock.

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