Berman Richard A - 29 Aug 2022 Form 4 Insider Report for Ontrak, Inc. (OTRK)

Role
Director
Signature
/s/ Richard Berman
Issuer symbol
OTRK
Transactions as of
29 Aug 2022
Net transactions value
$0
Form type
4
Filing time
26 Dec 2023, 16:40:22 UTC
Previous filing
05 Jan 2022
Next filing
05 Jan 2023
SEC
View on sec.gov

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 Restricted Stock Unit Award $0 +460,759 $0.000000 460,759 29 Aug 2022 Ontrak, Inc. Common Stock 460,759 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities were granted to Mr. Berman for his services as a member of the Board of Directors of Ontrak, Inc. (the "Company").
F2 Each restricted stock unit ("RSU") represents the right to receive one share of common stock upon settlement of each vested RSU, or, in the complete and sole discretion of the Company, a cash payment equal to the fair market value of one share of common stock for each vested RSU. Each vested RSU will be settled on the earlier of (i) August 29, 2025 and (ii) a change in control of the Company. On July 27, 2023, the Company effected a 1-for-6 reverse stock split (the "reverse split"). After giving effect to the reverse split, the number of shares of common stock issuable upon settlement of this RSU is 76,794 instead of 460,759.
F3 The RSU's vest over three years as follows: 50% vest on the first anniversary of the grant date and 25% vest on the second and third anniversaries of the grant date, in each case, subject to Mr. Berman's continued service on the Board of Directors of the Company.