Form 4: ReposiTrak CEO Sells Shares Under 10b5-1 Plan

ReposiTrak, Inc. CEO Randall K. Fields reported the sale of 7,500 common shares at a weighted average price of $15.0126 through a pre-arranged 10b5-1 trading plan.

Summary

• Randall K. Fields, CEO, Director, and 10% Owner of ReposiTrak, Inc., reported a sale of common stock.
• On November 3, 2025, 7,500 shares of common stock were sold.
• The shares were sold at a weighted average price of $15.0126, with individual transactions ranging from $15.00 to $15.10.
• The sale was executed automatically under a Rule 10b5-1 trading plan.
• The trading plan was established by Mr. Fields, as Trustee of the 2022 RK Fields Charitable Remainder Unitrust, to fulfill charitable commitments.
• Following the transaction, Mr. Fields directly holds 3,683,955 shares of common stock.
• Indirect holdings include 20,000 common shares via RK Fields Charitable 2022, LLC, 615,260 common shares via Riverview Financial Corp., 30,667 common shares via spouse, and 333,643 common shares via Fields Management, Inc.
• Indirect holdings also include 289,673 Series B Preferred Stock via Riverview Financial Corp and 6,721 Series B Preferred Stock via spouse.

Sentiment

Score: 5

Explanation: Neutral. This is a routine insider transaction under a pre-arranged 10b5-1 plan for charitable purposes, which typically has a neutral impact on market sentiment.

Future Outlook

Not applicable. This filing reports a past insider transaction and does not contain forward-looking statements or guidance.

Management Comments

• 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.

Industry Context

Not applicable. This filing pertains to an individual insider transaction and does not provide information related to broader industry trends or competitors.

Stakeholder Impact

• Shareholders: The sale represents a minor change in beneficial ownership by a key executive, executed under a pre-planned charitable giving strategy, which is generally not expected to have a significant direct impact on other shareholders.

Key Dates

Recommendation

The filing reports a routine insider sale by CEO Randall K. Fields under a pre-arranged 10b5-1 trading plan, explicitly stated to meet charitable commitments. Such transactions are generally not indicative of management's view on the company's future performance and do not typically warrant a change in investment recommendation based solely on this information. The amount sold is also relatively small compared to total holdings.

Keywords

ReposiTrak, TRAK, Randall K. Fields, Insider Trading, Form 4, SEC Filing, Stock Sale, 10b5-1 Plan, CEO, Director, 10% Owner, Common Stock