Charitable LLC tied to ReposiTrak (TRAK) CEO sells 7,500 shares

Rhea-AI Filing Summary

ReposiTrak, Inc. reported that an entity associated with Chief Executive Officer Randall K. Fields sold a total of 7,500 shares of common stock in open‑market transactions. The sales, made by RK Fields Charitable 2022, LLC under a Rule 10b5‑1 trading plan, occurred on March 2, 3, and 4, 2026 at weighted average prices of $8.75, $8.55, and $8.6182 per share, respectively.

The trading plan was adopted by Mr. Fields in his capacity as trustee of the 2022 RK Fields Charitable Remainder Unitrust to help meet charitable commitments. After these sales, RK Fields Charitable 2022, LLC held 92,500 shares of common stock. The filing also lists additional direct and indirect holdings, including 3,483,955 common shares held directly as of March 2, 2026, along with stakes held through Riverview Financial Corp., Fields Management, Inc., and by his spouse, plus holdings of Series B Preferred Stock 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)
03/02/2026

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	03/02/2026		S(1)		2,500	D	$8.75	97,500	I	By RK Fields Charitable 2022, LLC
Common Stock	03/03/2026		S(1)		2,500	D	$8.55(2)	95,000	I	By RK Fields Charitable 2022, LLC
Common Stock	03/04/2026		S(1)		2,500	D	$8.6182(3)	92,500	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 $8.50 to $8.60, 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 this footnote 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 $8.50 to $8.75, 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 this footnote to this Form 4.

	/s/ Randall K. Fields	03/04/2026
	** 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

What insider transaction did ReposiTrak (TRAK) disclose for Randall K. Fields?

ReposiTrak disclosed that an entity associated with CEO Randall K. Fields sold 7,500 common shares. The shares were sold in three open‑market transactions on March 2, 3, and 4, 2026 under a pre‑established Rule 10b5‑1 trading plan.

Who actually sold the ReposiTrak (TRAK) shares reported in this Form 4?

The shares were sold by RK Fields Charitable 2022, LLC, an entity managed under the 2022 RK Fields Charitable Remainder Unitrust. Randall K. Fields adopted the Rule 10b5‑1 trading plan in his capacity as trustee to help satisfy certain charitable commitments.

At what prices were the 7,500 ReposiTrak (TRAK) shares sold?

The 7,500 common shares were sold at weighted average prices of $8.75, $8.55, and $8.6182. Footnotes state that individual trades occurred in ranges between $8.50 and $8.75 per share, with detailed price breakdowns available upon request from the parties listed.

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

After the reported open‑market sales, RK Fields Charitable 2022, LLC held 92,500 ReposiTrak common shares. This post‑transaction balance reflects the remaining indirect ownership through that charitable LLC following the 7,500‑share sale executed under the Rule 10b5‑1 trading plan.

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

The filing lists 3,483,955 common shares held directly, and additional indirect common share holdings through Riverview Financial Corp., Fields Management, Inc., and his spouse. It also reports Series B Preferred Stock positions held through Riverview Financial Corp. and by his spouse as of March 2, 2026.

Why was a Rule 10b5-1 trading plan used for these ReposiTrak (TRAK) sales?

The Rule 10b5‑1 trading plan was established to help Randall K. Fields meet charitable commitments. According to the filing, the plan was adopted in his role as trustee of the 2022 RK Fields Charitable Remainder Unitrust, which manages RK Fields Charitable 2022, LLC.