Form 4: Ontrak Director James M. Messina Acquires Options for 65,592 Shares

James M. Messina, a director at Ontrak, Inc., acquired options to purchase 65,592 shares of common stock on January 2, 2025, as compensation for his board service.

Summary

• On January 2, 2025, James M. Messina, a director of Ontrak, Inc., was granted options to purchase 65,592 shares of Ontrak common stock.
• The options were granted as compensation for his services as a member of the Company's Board of Directors and Chairman of the Nominations and Governance Committee.
• The exercise price of the options is $1.85 per share.
• The options vest quarterly, with 25% vesting at the end of each quarter beginning January 1, 2025, and full vesting by December 31, 2025, contingent on Mr. Messina attending board meetings.
• The options expire on January 2, 2032.

Sentiment

Score: 7

Explanation: The document reflects a routine compensation practice. The sentiment is neutral to slightly positive as it incentivizes a board member.

Positives

• The grant of options aligns Mr. Messina's interests with those of the shareholders.
• The vesting schedule incentivizes continued service on the board.

Future Outlook

The document does not contain any specific forward-looking statements regarding the company's future performance.

Management Comments

• These securities were granted to Mr. Messina for his services as a member of the Company's Board of Directors and Chairman of the Nominations and Governance Committee.

Industry Context

This is a standard practice for compensating board members in publicly traded companies. Stock options are frequently used to align the interests of directors with those of shareholders.

Comparison to Industry Standards

• Granting stock options to board members is a common practice among publicly traded companies, including those in the healthcare technology sector like Teladoc Health or Livongo (prior to its acquisition by Teladoc).
• The size of the grant (65,592 options) and the vesting schedule (quarterly vesting over one year) appear to be within typical ranges for director compensation packages, although the specific value depends on Ontrak's stock price and volatility.
• Companies like Accolade and Amwell also utilize stock options as part of their director compensation packages.

Stakeholder Impact

• Shareholders may view this as a positive as it aligns director interests with company performance.
• Employees may see this as a standard compensation practice for board members.

Key Dates

Keywords

Ontrak, Director, Options, Stock Options, Form 4, Insider Trading, Compensation, Vesting