Track Group (TRCK) CEO buys 300K shares in board-approved private placement

Rhea-AI Filing Summary

Track Group, Inc. director and chief executive officer Derek Cassell acquired 300,000 shares of common stock at $0.35 per share on April 30, 2026. The shares were purchased directly from the company in a private placement under a Securities Purchase Agreement approved by the board.

After this transaction, Cassell directly holds 617,209 common shares. The issuance was treated as an exempt transaction under Rule 16b-3 of the Securities Exchange Act of 1934.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cassell Derek

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	300,000	$0.35	$105K

Holdings After Transaction: Common Stock — 617,209 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares acquired: 300,000 shares Acquisition price: $0.35 per share Post-transaction holdings: 617,209 shares +2 more

5 metrics

Shares acquired 300,000 shares Common stock acquired April 30, 2026 in private placement

Acquisition price $0.35 per share Price per common share in private placement

Post-transaction holdings 617,209 shares Total common shares held directly after transaction

Form type Form 4 Insider transaction report for Track Group, Inc.

Rule exemption Rule 16b-3 Transaction deemed exempt under Exchange Act Rule 16b-3

Key Terms

Private Placement, Securities Purchase Agreement, Rule 16b-3, Exchange Act, +1 more

5 terms

Private Placement financial

"Represents shares of common stock (the "Shares") purchased in a private placement transaction directly from the Company"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

Securities Purchase Agreement financial

"pursuant to a Securities Purchase Agreement, dated April 30, 2026"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

Rule 16b-3 regulatory

"deemed an exempt transaction pursuant to Rule 16b-3 of the Securities Exchange Act of 1934"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Exchange Act regulatory

"pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended"

A federal law that sets rules for trading securities on public exchanges, requiring companies and market participants to register, disclose regular financial information, and follow standards that promote honest, orderly markets. For investors, it matters because it creates transparency and legal protections—like stopping insider trading and ensuring timely company disclosures—so you can evaluate risks and rely on consistent rules much as players rely on a referee to keep a game fair.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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^*

Cassell Derek

(Last) (First) (Middle)

C/O TRACK GROUP

200 E 5TH AVE, SUITE 100

(Street)

NAPERVILLE ILLINOIS 60563

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Track Group, Inc. [ TRCK ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

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

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

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

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	04/30/2026		A		300,000(1)	A	$0.35	617,209	D

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. Represents shares of common stock (the "Shares") purchased in a private placement transaction directly from the Company pursuant to a Securities Purchase Agreement, dated April 30, 2026 (the "Private Placement"). The issuance of the Shares to the reporting person pursuant to the Private Placement was approved by the Company's board of directors and was deemed an exempt transaction pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

	/s/ Derek Cassell	05/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Derek Cassell report for Track Group (TRCK)?

Derek Cassell reported acquiring 300,000 Track Group common shares. The shares were obtained in a private placement directly from the company under a Securities Purchase Agreement dated April 30, 2026, and were approved by the board as an exempt transaction under Rule 16b-3.

At what price did Derek Cassell acquire new TRCK shares?

Derek Cassell acquired 300,000 Track Group common shares at $0.35 per share. This price comes from a private placement transaction pursuant to a Securities Purchase Agreement dated April 30, 2026, where he purchased shares directly from the company rather than on the open market.

How many Track Group (TRCK) shares does Derek Cassell hold after this Form 4 transaction?

Following the reported transaction, Derek Cassell holds 617,209 Track Group common shares directly. This total reflects his position after acquiring 300,000 shares in the April 30, 2026 private placement approved by the company’s board of directors as an exempt Rule 16b-3 transaction.

What type of transaction is reported in Derek Cassell’s TRCK Form 4 filing?

The Form 4 reports a grant or other acquisition coded “A” of common stock. Footnote details clarify the shares were purchased in a private placement directly from Track Group under a Securities Purchase Agreement, with the board treating the issuance as an exempt Rule 16b-3 transaction.

How was Derek Cassell’s Track Group private placement treated under securities rules?

The private placement issuance to Derek Cassell was deemed exempt under Rule 16b-3 of the Exchange Act. The company’s board of directors approved the transaction, allowing the grant and purchase of shares in this insider-related private placement without triggering standard short-swing profit restrictions.