Form 4: Ontrak Director and 10% Owner Increases Stake with Significant Stock and Warrant Acquisition

Terren S. Peizer, a Director and 10% owner of Ontrak, Inc., along with Acuitas Group Holdings, LLC, has reported the acquisition of 500,000 shares of common stock and 500,000 pre-funded common stock purchase warrants.

Summary

• Terren S. Peizer, a Director and 10% owner of Ontrak, Inc. (OTRK), and Acuitas Group Holdings, LLC, jointly filed a Form 4 reporting recent transactions.
• On June 20, 2025, Mr. Peizer and Acuitas acquired 500,000 shares of Ontrak Common Stock at a price of $0.0014 per share.
• Following this transaction, their indirect beneficial ownership of Common Stock through Humanitario Capital LLC increased to 2,305,480 shares.
• Concurrently, they acquired 500,000 Pre-Funded Common Stock Purchase Warrants with an exercise price of $0.0014.
• These warrants are exercisable for 500,000 shares of Common Stock and can be exercised at any time until exercised in full.
• After the warrant acquisition, their indirect beneficial ownership of Pre-Funded Warrants through Humanitario Capital LLC stands at 799,575.

Sentiment

Score: 8

Explanation: The sentiment is highly positive due to significant insider buying by a director and 10% owner, indicating strong confidence in the company's prospects. The acquisition of pre-funded warrants at a nominal price further reinforces this positive outlook.

Positives

• A Director and 10% owner, Terren S. Peizer, significantly increased his stake in Ontrak, Inc. by acquiring 500,000 shares of common stock and 500,000 pre-funded warrants.
• Insider buying, especially by a significant shareholder and director, often signals confidence in the company's future prospects and valuation.
• The acquisition of pre-funded warrants at a nominal exercise price of $0.0014 suggests a strategic long-term investment at a very low cost basis.

Future Outlook

This SEC Form 4 filing does not provide forward-looking statements or guidance regarding the company's future performance or strategic outlook, focusing solely on insider transaction details.

Management Comments

• "This Form 4 is jointly filed by Terren S. Peizer ('Mr. Peizer') and Acuitas Group Holdings, LLC ('Acuitas') with respect to the issuer Ontrak, Inc. ('Ontrak')."
• "Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas."
• "Humanitario Capital LLC is an entity wholly owned by Mr. Peizer."
• "As previously disclosed, the Pre-Funded Warrant (as previously defined) may be exercised at any time until exercised in full."

Industry Context

This filing details an insider transaction for Ontrak, Inc., reflecting a specific investment decision by a key stakeholder rather than broader industry trends. While not directly indicative of industry-wide movements, significant insider buying can sometimes reflect a positive outlook within a specific sector if the insider's confidence is tied to improving industry conditions.

Related Party Transactions

• The transactions involve Terren S. Peizer, a Director and 10% owner, and Acuitas Group Holdings, LLC, where Mr. Peizer is the Chairman and sole member. The securities are beneficially owned indirectly through Humanitario Capital LLC, an entity wholly owned by Mr. Peizer, indicating related party dealings.

Stakeholder Impact

• Shareholders: The significant insider buying by a director and major shareholder is likely to be viewed positively, potentially boosting investor confidence and the company's stock price.
• Employees: No direct impact mentioned, but increased investor confidence could indirectly benefit the company's stability and future growth prospects.

Key Dates

Recommendation

Keywords

Ontrak, OTRK, SEC Form 4, Insider Trading, Stock Acquisition, Warrant, Pre-Funded Warrant, Terren S. Peizer, Acuitas Group Holdings, Beneficial Ownership