Terren S. Peizer - Dec 31, 2019 Form 4 Insider Report for Ontrak, Inc. (OTRK)

Signature
Acuitas Group Holdings, LLC, Terren S. Peizer, Chairman /s/ Terren S. Peizer
Stock symbol
OTRK
Transactions as of
Dec 31, 2019
Transactions value $
-$3,368
Form type
4
Date filed
5/11/2021, 05:36 PM
Previous filing
Aug 26, 2022
Next filing
May 13, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OTRK Common Stock Gift $0 -1.27K -0.01% $0.00 9.19M Dec 31, 2019 By Socius F1, F2
transaction OTRK Common Stock Gift $0 -39.5K -0.43% $0.00 9.15M Dec 31, 2019 By Socius F1, F3
transaction OTRK Common Stock Other $0 +224K +2.52% $0.00 9.15M Dec 31, 2019 By Acuitas F1, F4
transaction OTRK Common Stock Gift $0 -5.46K -0.06% $0.00 9.14M Jan 30, 2020 By Crede II F1, F5
transaction OTRK Common Stock Other $0 +1.04M +12.86% $0.00 9.14M Jan 30, 2020 By Acuitas F1, F6
transaction OTRK Common Stock Gift $0 -15K -0.16% $0.00 9.13M Apr 21, 2020 By Crede III F1, F7
transaction OTRK Common Stock Other $0 +3.8M +71.45% $0.00 9.13M Apr 21, 2020 By Acuitas F1, F8
transaction OTRK Common Stock Gift $0 -6.24K -0.07% $0.00 9.12M Jun 5, 2020 By Acuitas F1, F9
transaction OTRK Common Stock Gift $0 -5K -0.05% $0.00 9.11M Oct 6, 2020 By Acuitas F1, F9
transaction OTRK Common Stock Other $0 +1.88K +0.02% $0.00 9.11M Dec 14, 2020 By Acuitas F1, F10
transaction OTRK Common Stock Other $0 +257K +2.9% $0.00 9.11M Dec 14, 2020 By Acuitas F1, F8
transaction OTRK Common Stock Other $0 +86.3K +0.96% $0.00 9.11M Dec 14, 2020 By Acuitas F1, F4
transaction OTRK Common Stock Other $0 +9.26K +0.1% $0.00 9.11M Dec 14, 2020 By Acuitas F1, F11
transaction OTRK Common Stock Other $0 +1 +0% $0.00 9.11M Dec 14, 2020 By Acuitas F1, F12
transaction OTRK Common Stock Exercise of in-the-money or at-the-money derivative security $337K +187K +2.05% $1.80 9.3M May 10, 2021 By Acuitas F1
transaction OTRK Common Stock Exercise of in-the-money or at-the-money derivative security $2.39M +498K +5.36% $4.80 9.8M May 10, 2021 By Acuitas F1
transaction OTRK Common Stock Sale -$337K -10.9K -0.11% $30.92 9.79M May 10, 2021 By Acuitas F1, F22
transaction OTRK Common Stock Sale -$2.4M -78.7K -0.8% $30.44 9.71M May 10, 2021 By Acuitas F1, F22

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OTRK Warrants to Purchase Expiration (or cancellation) of long derivative position with value received -156K -100% 0 Mar 29, 2017 Common Stock 156K $1.80 By Acuitas F1, F13, F14
transaction OTRK Warrants to Purchase Purchase +187K 187K Mar 29, 2017 Common Stock 187K $1.80 By Acuitas F1, F13, F14
transaction OTRK Warrants to Purchase Expiration (or cancellation) of long derivative position with value received -187K -100% 0 Jul 29, 2020 Common Stock 187K $1.80 By Acuitas F1, F13, F15
transaction OTRK Warrants to Purchase Purchase +187K 187K Jul 29, 2020 Common Stock 187K $1.80 By Acuitas F1, F13, F15
transaction OTRK Warrants to Purchase Expiration (or cancellation) of long derivative position with value received -338K -100% 0 Aug 15, 2016 Common Stock 338K $1.98 By Acuitas F1, F13, F16
transaction OTRK Warrants to Purchase Purchase +499K 499K Aug 15, 2016 Common Stock 499K $4.80 By Acuitas F1, F13, F16
transaction OTRK Warrants to Purchase Purchase +197K 197K Jan 31, 2017 Common Stock 197K $4.80 By Acuitas F1, F13, F17
transaction OTRK Warrants to Purchase Purchase +61.8K 61.8K Feb 17, 2017 Common Stock 61.8K $4.80 By Acuitas F1, F13, F18
transaction OTRK Warrants to Purchase Purchase +49K 49K Mar 6, 2017 Common Stock 49K $4.80 By Acuitas F1, F13, F19
transaction OTRK Warrants to Purchase Purchase +49K 49K Mar 28, 2017 Common Stock 49K $4.80 By Acuitas F1, F13, F20
transaction OTRK Warrants to Purchase Purchase +36.3K 36.3K Apr 13, 2017 Common Stock 36.3K $4.80 By Acuitas F1, F13, F21
transaction OTRK Warrants to Purchase Exercise of in-the-money or at-the-money derivative security $0 -187K -100% $0.00* 0 May 10, 2021 Common Stock 187K $1.80 By Acuitas F1, F13
transaction OTRK Warrants to Purchase Exercise of in-the-money or at-the-money derivative security $0 -498K -100% $0.00* 0 May 10, 2021 Common Stock 499K $4.80 By Acuitas F1, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). 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.
F2 Represents a transfer of shares by Socius CG II, Ltd. ("Socius") to The Quell Foundation, an entity unaffiliated with Mr. Peizer and Acuitas, for no consideration. Socius is no longer in existence. Mr. Peizer previously exercised voting and investment power over any securities held for the accounts of Socius.
F3 Represents a transfer of shares by Socius to Esousa Holdings, LLC, an entity unaffiliated with Mr. Peizer and Acuitas, for no consideration.
F4 Represents a transfer of shares by Socius to Acuitas for no consideration.
F5 Represents a transfer of shares by Crede CG II, Ltd. ("Crede II") to Gabrielle's Angel Foundation, an entity unaffiliated with Mr. Peizer and Acuitas, for no consideration. Crede II is no longer in existence. Mr. Peizer previously exercised voting and investment power over any securities held for the account of Crede II.
F6 Represents a transfer of shares by Crede II to Acuitas for no consideration.
F7 Represents a transfer of shares by Crede CG III, Ltd. ("Crede III") to The Giving Back Fund, an entity unaffiliated with Mr. Peizer and Acuitas, for no consideration. Mr. Peizer is the Managing Director of Crede III and, in such capacity, exercises voting and investment power over any securities held for the accounts of Crede III.
F8 Represents a transfer of shares by Crede III to Acuitas for no consideration.
F9 Represents a transfer of shares by Acuitas to Brianna Bell, an individual unaffiliated with Mr. Peizer and Acuitas, for no consideration.
F10 Represents a transfer of shares by Reserva Capital, LLC ("Reserva") to Acuitas for no consideration. Reserva is no longer in existence. Mr. Peizer previously exercised voting and investment power over any securities held for the accounts of Reserva.
F11 Represents a transfer of shares by Bonmore Capital LLC ("Bonmore") to Acuitas for no consideration. Bonmore is no longer in existence. Mr. Peizer previously exercised voting and investment power over any securities held for the accounts of Bonmore.
F12 Represents the transfer of a share by Peizer, Ltd. to Acuitas for no consideration. Peizer, Ltd. is no longer in existence. Mr. Peizer previously exercised voting and investment power over any securities held for the accounts of Peizer, Ltd.
F13 After giving effect to a 1:6 reverse stock split conducted by the issuer in April 25, 2017.
F14 On March 29, 2017, Acuitas and the issuer amended an outstanding warrant exercisable for 935,008 shares of the issuer's common stock, to increase the number of shares issuable thereunder by 187,002 shares, effective upon the closing of a public offering of the issuer's common stock (which offering closed on April 28, 2017). The amendment is reported above as the cancellation of the old warrant and the acquisition of the new one.
F15 On July 29, 2020, the warrant was amended to extend the expiration date from July 30, 2020 to August 30, 2021. The amendment is reported above as the cancellation of the old warrant and the acquisition of the new one.
F16 On August 15, 2016, Acuitas and the issuer agreed to exchange certain outstanding warrants to purchase an aggregate of 2,028,029 shares of the issuer's common stock, at an exercise price of $0.33 per share, for a new warrant exercisable for 2,993,561 shares of the issuer's common stock, at an exercise price of $1.10 per share. The new warrant was in the form substantially identical to the form of the old warrants. The warrant exchange occurred in connection with the exchange of certain notes previously issued by the issuer to Acuitas. The exercise price of the warrant was subsequently adjusted to $0.80 per share.
F17 On January 31, 2017, the issuer issued to Acuitas warrants exercisable for an aggregate of 1,180,234 shares of the issuer's common stock, at an exercise price of $0.85 per share, subject to potential future adjustments pursuant to the terms of the warrants. The warrants were issued to Acuitas in connection with the issuer's issuance of convertible debentures to Acuitas. The exercise price of the warrants was subsequently adjusted to $0.80 per share.
F18 On February 17, 2017, the issuer issued to Acuitas a warrant exercisable for 370,588 shares of the issuer's common stock, at an exercise price of $0.85 per share, subject to potential future adjustments pursuant to the terms of the warrant. The warrants were issued to Acuitas in connection with the issuer's issuance of convertible debentures to Acuitas. The exercise price of the warrants was subsequently adjusted to $0.80 per share.
F19 On March 6, 2017, the issuer issued to Acuitas a warrant exercisable for 294,118 shares of the issuer's common stock, at an exercise price of $0.85 per share, subject to potential future adjustments pursuant to the terms of the warrant. The warrants were issued to Acuitas in connection with the issuer's issuance of convertible debentures to Acuitas. The exercise price of the warrant was subsequently adjusted to $0.80 per share.
F20 On March 28, 2017, the issuer issued to Acuitas a warrant exercisable for 294,118 shares of the issuer's common stock, at an exercise price of $0.85 per share, subject to potential future adjustments pursuant to the terms of the warrant. The warrants were issued to Acuitas in connection with the issuer's issuance of convertible debentures to Acuitas. The exercise price of the warrant was subsequently adjusted to $0.80 per share.
F21 On April 13, 2017, the issuer issued to Acuitas a warrant exercisable for 217,647 shares of the issuer's common stock, at an exercise price of $0.85 per share, subject to potential future adjustments pursuant to the terms of the warrant. The warrants were issued to Acuitas in connection with the issuer's issuance of convertible debentures to Acuitas. The exercise price of the warrant was subsequently adjusted to $0.80 per share.
F22 On May 10, 2021, Acuitas exercised (i) a warrant to purchase 187,002 shares of the issuer's common stock for $1.80 per share and (ii) a warrant to purchase 498,297 shares of the issuer's common stock for $4.80 per share. Acuitas paid the exercise prices on a cashless basis, resulting in the issuer's withholding of an aggregate of warrant shares to pay the applicable exercise prices and issuing to Acuitas the remaining 89,572 shares in the aggregate.