Michael Edward Sherman - 29 Aug 2022 Form 4 Insider Report for Ontrak, Inc. (OTRK)

Role
Director
Signature
/s/ Michael Sherman
Issuer symbol
OTRK
Transactions as of
29 Aug 2022
Net transactions value
$0
Form type
4
Filing time
31 Aug 2022, 21:49:13 UTC
Previous filing
20 Apr 2022
Next filing
18 Jan 2023

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 Option (right to buy) Award +61,040 61,040 29 Aug 2022 Ontrak, Inc. Common Stock 61,040 $0.6511 Direct F1, F2, F3
transaction OTRK Option (right to buy) Disposed to Issuer -61,040 -100% 0 29 Aug 2022 Ontrak, Inc. Common Stock 61,040 $7.50 Direct F1, F2
transaction OTRK Option (right to buy) Award +37,794 37,794 29 Aug 2022 Ontrak, Inc. Common Stock 37,794 $0.6511 Direct F1, F2, F3
transaction OTRK Option (right to buy) Disposed to Issuer -37,794 -100% 0 29 Aug 2022 Ontrak, Inc. Common Stock 37,794 $7.50 Direct F1, F2
transaction OTRK Option (right to buy) Award +16,630 16,630 29 Aug 2022 Ontrak, Inc. Common Stock 16,630 $0.6511 Direct F1, F2
transaction OTRK Option (right to buy) Disposed to Issuer -16,630 -100% 0 29 Aug 2022 Ontrak, Inc. Common Stock 16,630 $16.01 Direct F1, F2
transaction OTRK Option (right to buy) Award +5,010 5,010 29 Aug 2022 Ontrak, Inc. Common Stock 5,010 $0.6511 Direct F1, F2
transaction OTRK Option (right to buy) Disposed to Issuer -5,010 -100% 0 29 Aug 2022 Ontrak, Inc. Common Stock 5,010 $86.57 Direct F1, F2
transaction OTRK Option (right to buy) Award +56,299 56,299 29 Aug 2022 Ontrak, Inc. Common Stock 56,299 $0.6511 Direct F1, F2
transaction OTRK Option (right to buy) Disposed to Issuer -56,299 -100% 0 29 Aug 2022 Ontrak, Inc. Common Stock 56,299 $8.72 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 At the 2022 Annual Meeting of Stockholders (the "2022 Annual Meeting") of Ontrak, Inc. (the "Company") held on August 29, 2022, the Company's stockholders approved a director retention plan (the "Director Retention Plan"). Under the terms of the Director Retention Plan, all stock options previously granted to the reporting person were repriced (collectively, the "Repriced Options"), to the extent the Repriced Options were vested as of the 2022 Annual Meeting, such portion of the Repriced Options became entirely unvested as of the 2022 Annual Meeting, and 100% of all the Repriced Options will vest on the earlier of the 2023 Annual Meeting of Stockholders of the Company or one year from the date of the 2022 Annual Meeting, subject to the reporting person's continued service on the Board of Directors of the Company. Vesting accelerates upon a change in control of the Company or the reporting person being removed from serving as a member of the board of directors by Company stockholders ot
F2 The reporting person agreed to the repricing of all the Repriced Options.
F3 In accordance with the Director Retention Plan, the expiration date of this Repriced Option was extended to December 19, 2027.