Filing Analysis
ReposiTrak, Inc. announced the entry into a new Executive Employment Agreement with John R. Merrill as Chief Financial Officer and Principal Accounting Officer, effective August 18, 2026.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- John R. Merrill appointed as CFO and Principal Accounting Officer effective August 18, 2026.
- Agreement includes an initial three-year term with automatic one-year renewals.
- Annual base salary of $325,000, retroactive to May 16, 2026.
- Target annual performance bonus of 60% of base salary, with a minimum floor of 30% of target bonus.
- Equity grant of 75,000 shares of restricted common stock vesting in four equal annual installments.
- Severance includes nine months of base salary and COBRA coverage if terminated without Cause or for Good Reason.
ReposiTrak, Inc. entered into agreements on July 1, 2026, to acquire a 31.3% equity stake in SPAR Group, Inc. through the purchase of 4,709,837 shares from William Bartels and WHB Services, Inc.
🚩 Red Flags
- The acquisition is financed via a $2.57M unsecured promissory note, increasing the company's debt profile.
- The Note contains automatic acceleration clauses upon change-of-control or sale of substantially all assets.
- The Note includes a provision requiring payment to heirs/beneficiaries within 60 days of the seller's death.
📋 Key Facts
- Acquisition of 4,709,837 shares of SPAR Group, Inc. (SPAR Shares).
- Total contingent consideration is approximately $3.3 million.
- The transaction includes a previously paid non-refundable deposit of $100,000.
- ReposiTrak issued an unsecured promissory note for $2,571,885 to William Bartels.
- The Note carries 6.0% annual interest and matures on July 1, 2030.
- Principal repayment schedule: Annual cash installments of $725,000 for the first three years, with a balloon payment at maturity.
- Post-acquisition, ReposiTrak will beneficially own 31.3% of SPAR Group, Inc.
ReposiTrak, Inc. announced the declaration of a quarterly cash dividend of $0.02 per share. The dividend is payable on approximately August 14, 2026, to shareholders of record as of June 30, 2026.
📋 Key Facts
- Quarterly dividend amount: $0.02 per share
- Annualized dividend rate: $0.08 per share
- Record date: June 30, 2026
- Payment date: On or about August 14, 2026
ReposiTrak, Inc. amended a services agreement with SPAR Group, Inc. to allow for payment in stock instead of cash. On May 29, 2026, the company elected to receive 3,190,569 shares of SPAR Group stock to settle an outstanding balance of $2,325,000.
📋 Key Facts
- Original Services Agreement dated March 13, 2026, for a one-year term.
- Amendment dated March 29, 2026, allowed payment in cash, Client Stock, or a combination.
- Client Stock valuation based on 5-day VWAP preceding issuance.
- On May 29, 2026, ReposiTrak received 3,190,569 shares of SPAR Group stock.
- The total value of the stock issuance was $2,325,000 at a deemed price of $0.728710119 per share.
ReposiTrak, Inc. reported its financial results for the fiscal quarter ended March 31, 2026, and provided a transcript of the corresponding earnings call. The filing serves as a formal disclosure of quarterly performance and management commentary.
📋 Key Facts
- Financial results for the fiscal quarter ended March 31, 2026, were announced on May 14, 2026.
- The filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Earnings Call Transcript).
- The report was filed under Item 2.02 (Results of Operations and Financial Condition) and Item 7.01 (Regulation FD Disclosure).
ReposiTrak, Inc. announced a quarterly cash dividend of $0.02 per share of common stock. The dividend is payable on May 15, 2026, to stockholders of record as of March 31, 2026.
📋 Key Facts
- Quarterly cash dividend declared: $0.02 per share.
- Annualized dividend rate: $0.08 per share.
- Record date for stockholders: March 31, 2026.
- Payment date: On or about May 15, 2026.
- The announcement was made via a press release on March 20, 2026.
ReposiTrak, Inc.'s subsidiary, PC Group, Inc., entered into a $4 million senior unsecured promissory note with SPAR Marketing Force, Inc. The agreement includes an initial $3 million loan, an 8% interest rate, and the issuance of 1 million shares of SPAR Group, Inc. common stock to ReposiTrak.
🚩 Red Flags
- The loan is unsecured, increasing the risk of loss in the event of a default by the borrower.
- The borrower is another micro-cap entity, and the loan represents a significant capital allocation away from ReposiTrak's core operations.
- Complex price protection and anti-dilution clauses suggest potential volatility or risk regarding the value of the equity consideration.
📋 Key Facts
- The loan facility is for an aggregate principal amount of up to $4,000,000.
- Initial advance of $3,000,000 was funded on March 16, 2026; an additional $1,000,000 is available after July 17, 2026.
- The Note bears interest at 8.0% per annum, payable monthly, maturing on March 16, 2029.
- ReposiTrak will receive 1,000,000 shares of SPAR Group, Inc. common stock at a deemed value of $0.80 per share.
- The agreement includes anti-dilution and price protection provisions for the SPAR Group shares.
- SPAR Group, Inc. provides an irrevocable and unconditional guaranty of the borrower's obligations.
ReposiTrak, Inc. has appointed James Gillis to its Board of Directors and to the Audit and Compensation Committees, effective March 13, 2026. Mr. Gillis is an independent director who previously served on the company's board for seven years.
📋 Key Facts
- James Gillis appointed to the Board of Directors effective March 13, 2026.
- Mr. Gillis will serve on the Audit and Compensation Committees.
- He previously served on the ReposiTrak Board from February 2008 to March 2015.
- Mr. Gillis is currently the CEO of Gillis & Associates, Inc., an M&A advisory firm.
- The Board determined Mr. Gillis meets NYSE independence standards.
- No related party transactions or specific arrangements were reported regarding his selection.
ReposiTrak, Inc. (TRAK) filed an 8-K on February 19, 2026 to disclose its fiscal quarter earnings results for the period ended December 31, 2025. The filing is a routine Regulation FD disclosure accompanying a press release and earnings call transcript, with no material agreements, red flags, or unusual items reported.
🚩 Red Flags
- No financial figures disclosed in the 8-K itself — actual results are in the furnished exhibits (99.1 and 99.2) which were not included for analysis
📋 Key Facts
- Quarterly earnings results announced for fiscal quarter ended December 31, 2025
- Press release issued and earnings call hosted on February 17, 2026
- Filing signed by CFO John Merrill on February 19, 2026
- Company is incorporated in Nevada, headquartered in Murray, Utah
- Common stock (TRAK) listed on the New York Stock Exchange with $0.01 par value
- Exhibits furnished (not filed): press release (99.1) and earnings call transcript (99.2)
- Company is NOT an emerging growth company
ReposiTrak, Inc. announced the declaration of a quarterly cash dividend of $0.02 per share. The dividend is payable on or about February 13, 2026, to stockholders of record as of December 31, 2025.
📋 Key Facts
- Quarterly cash dividend declared: $0.02 per share
- Annualized dividend rate: $0.08 per share
- Record date for dividend: December 31, 2025
- Payment date: On or about February 13, 2026
ReposiTrak, Inc. announced that its Board of Directors has approved a new $2 million 10b5-1 share repurchase program. This amount is part of an existing $21 million authorization, with $7.6 million currently remaining under the previous authorization as of December 1, 2025.
📋 Key Facts
- Board approved a new $2 million 10b5-1 share repurchase program on December 4, 2025.
- The new $2 million is part of a larger previously approved authorization of up to $21 million.
- As of December 1, 2025, $7.6 million remained to be repurchased under the existing program.
ReposiTrak, Inc. held its Annual Meeting of Stockholders on November 19, 2025, reporting the results of several shareholder votes.
📋 Key Facts
- Election of four directors: Randall K. Fields, Robert W. Allen, Ronald C. Hodge, and Peter J. Larkin were all elected to serve until the 2026 annual meeting.
- Stockholders approved executive compensation on a non-binding advisory basis (Say-on-Pay).
- Stockholders voted to set the frequency of advisory votes on executive compensation at every three years; the next vote is scheduled for the 2031 Annual Meeting.
- Stockholders ratified the appointment of Haynie & Company as independent auditors for the fiscal year ending June 30, 2026.
ReposiTrak, Inc. filed an 8-K to announce the release of its financial results for the fiscal quarter ended September 30, 2025. The filing serves as a formal notice that the company held an earnings call and issued a press release on November 13, 2025.
📋 Key Facts
- The filing relates to financial results for the fiscal quarter ended September 30, 2025.
- An earnings call was hosted on November 13, 2025.
- A press release (Exhibit 99.1) and an earnings call transcript (Exhibit 99.2) were issued alongside the results.
ReposiTrak, Inc. filed an 8-K to announce its financial results for the fiscal quarter and year ended June 30, 2025. The filing includes a press release and earnings call transcript as exhibits.
📋 Key Facts
- Report date: September 29, 2025
- Reporting period: Fiscal quarter and year ended June 30, 2025
- The company issued a press release (Exhibit 99.1) and an earnings call transcript (Exhibit 99.2)
- Signed by John Merrill, Chief Financial Officer on September 30, 2025
ReposiTrak, Inc. announced the declaration of a quarterly cash dividend of $0.02 per share.
📋 Key Facts
- Dividend amount: $0.02 per share ($0.08 annually).
- Record date: September 30, 2025.
- Payment date: On or about November 14, 2025.
ReposiTrak, Inc. announced a quarterly cash dividend of $0.01815 per share and a future 10% increase to the dividend starting in the next quarter.
📋 Key Facts
- Declared a quarterly cash dividend of $0.01815 per share ($0.0726 annually).
- Dividend payable on or about August 14, 2025, to stockholders of record as of June 30, 2025.
- Board approved a 10% increase to the quarterly dividend to $0.02 per share ($0.08 annually) starting with the September 30, 2025 record date.
ReposiTrak, Inc. filed an 8-K to announce its financial results for the fiscal quarter ended March 31, 2025. The filing serves as a formal notification that the company has released its earnings press release and hosted an earnings call.
📋 Key Facts
- Report date: May 15, 2025
- Reporting period: Fiscal quarter ended March 31, 2025
- The filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Earnings Call Transcript)
- Signed by John Merrill, Chief Financial Officer on May 19, 2025
ReposiTrak, Inc. has declared a quarterly cash dividend of $0.01815 per share. The dividend is payable on or about May 15, 2025, to shareholders of record as of March 31, 2025.
📋 Key Facts
- Dividend amount: $0.01815 per share
- Annualized dividend rate: $0.0726 per share
- Record date: March 31, 2025
- Payment date: On or about May 15, 2025
ReposiTrak, Inc. announced its financial results for the fiscal quarter ended December 31, 2024, via a press release and earnings call on February 12, 2025.
📋 Key Facts
- Reporting period: Fiscal quarter ended December 31, 2024.
- Announcement date: February 12, 2025.
- The filing includes a press release (Exhibit 99.1) and an earnings call transcript (Exhibit 99.2).
ReposiTrak, Inc. has declared a quarterly cash dividend of $0.01815 per share. The dividend is payable on or about February 13, 2025, to shareholders of record as of December 31, 2024.
📋 Key Facts
- Dividend amount: $0.01815 per share
- Annualized dividend rate: $0.0726 per share
- Record date: December 31, 2024
- Payment date: On or about February 13, 2025
ReposiTrak, Inc. has officially terminated the designation of its Series B-1 Preferred Stock as of December 9, 2024. The company filed a Certificate of Withdrawal in Nevada, noting that no shares of this series were outstanding at the time of termination.
📋 Key Facts
- Effective Date: December 9, 2024
- Action: Filed a Certificate of Withdrawal to terminate Series B-1 Preferred Stock designation.
- Status: No shares of Series B-1 Preferred were outstanding as of the effective date.
- Approval: The action was approved by the Company's Board of Directors.
ReposiTrak, Inc. held its Annual Meeting of Stockholders on November 20, 2024. The meeting resulted in the election of four directors and the ratification of Haynie & Company as the independent auditors for the fiscal year ending June 30, 2025.
📋 Key Facts
- Annual Meeting held on November 20, 2024.
- Four directors elected: Randall K. Fields, Robert W. Allen, Ronald C. Hodge, and Peter J. Larkin.
- Haynie & Company ratified as independent auditors for the fiscal year ending June 30, 2025.
- Directors were elected by plurality of votes cast.
ReposiTrak, Inc. filed an 8-K to announce its financial results for the quarter ended September 30, 2024. The filing serves as a vehicle to distribute the company's press release and earnings call transcript.
📋 Key Facts
- Report date: November 14, 2024
- Period covered: Quarter ended September 30, 2024
- The filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Earnings Call Transcript)
- Signed by John Merrill, Chief Financial Officer
ReposiTrak, Inc. filed an 8-K to announce its financial results for the fourth quarter and fiscal year ended June 30, 2024. The filing serves as a formal announcement of earnings via press release and transcript.
📋 Key Facts
- Reporting period: Fourth quarter and fiscal year ended June 30, 2024.
- Announcement date: September 30, 2024.
- Filing components include a press release (Exhibit 99.1) and an earnings call transcript (Exhibit 99.2).
- The filing was signed by CFO John Merrill on October 2, 2024.
ReposiTrak, Inc. announced the declaration of a quarterly cash dividend of $0.0165 per share. The dividend is payable on or about November 13, 2024, to shareholders of record as of September 30, 2024.
📋 Key Facts
- Dividend amount: $0.0165 per share ($0.066 annualized).
- Record date: September 30, 2024.
- Payment date: On or about November 13, 2024.
ReposiTrak, Inc. announced the declaration of a quarterly cash dividend of $0.0165 per share. The dividend is payable on or about August 12, 2024, to shareholders of record as of June 28, 2024.
📋 Key Facts
- Dividend amount: $0.0165 per share ($0.066 annualized).
- Record date: June 28, 2024.
- Payment date: On or about August 12, 2024.
- Filing date: June 18, 2024.
ReposiTrak, Inc. filed an 8-K to announce the release of its financial results for the quarter ended March 31, 2024 via a press release and earnings call.
📋 Key Facts
- Report date: May 15, 2024
- Filing date: May 17, 2024
- Reporting period: Quarter ended March 31, 2024
- The filing includes a press release (Exhibit 99.1) and an earnings call transcript (Exhibit 99.2).
ReposiTrak, Inc. announced the declaration of a quarterly cash dividend of $0.0165 per share. The dividend is payable on or about May 10, 2024, to shareholders of record as of March 28, 2024.
📋 Key Facts
- Dividend amount: $0.0165 per share (annualized at $0.066 per year).
- Record date: March 28, 2024.
- Payment date: On or about May 10, 2024.
ReposiTrak, Inc. filed an 8-K to announce the release of its financial results for the quarter ended December 31, 2023. The filing serves as a formal notification that the company has issued a press release and held an earnings call regarding its recent operations.
📋 Key Facts
- Report date: February 14, 2024
- Reporting period: Quarter ended December 31, 2023
- The filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Earnings Call Transcript)
- Signed by John Merrill, Chief Financial Officer on February 16, 2024