8-K current report · filed Jul 8, 2026

ReposiTrak, Inc. (TRAK) 8-K Current Report: July 8, 2026

Item 1.01Item 2.03Item 8.01TRAK overview

Short answer

ReposiTrak, Inc. (TRAK) filed an 8-K current report with the SEC on July 8, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation), Item 8.01 (Other Events). ReposiTrak agreed to acquire 4,709,837 SPAR Group shares from William Bartels and WHB Services.

ReposiTrak, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • ReposiTrak agreed to acquire 4,709,837 SPAR Group shares from William Bartels and WHB Services
  • Aggregate contingent consideration approximately $3.3 million, including a $100,000 non-refundable deposit
  • Additional cash payments of $139,883 and $485,118 due upon delivery of the respective share holdings
  • Remaining consideration structured through a note, creating a financing obligation for ReposiTrak

Item 2.03 · Creation of a Direct Financial Obligation

  • $2.57M unsecured promissory note issued to Bartels for SPAR Shares
  • 6.0% annual interest creates ongoing cash interest expense
  • $725,000 annual principal installments due on the first three anniversaries
  • Remaining principal and interest due July 1, 2030
  • Change-of-control, asset-sale, default, or seller death provisions can accelerate repayment

Item 8.01 · Other Events

  • ReposiTrak will acquire SPAR Group shares for investment purposes, without contractual management or operating control
  • Post-closing ownership: 31.3% of SPAR Group’s outstanding common stock
  • Bartels and WHB may be affiliated entities and previously owned more than 5% of SPAR Group
  • 31.3% stake creates substantial exposure to SPAR Group’s performance without confirmed control rights

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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