ReposiTrak, Inc. Files Employment Agreement for CFO John Merrill

What Happened

• ReposiTrak, Inc. filed a Form 8-K on August 18, 2026 reporting an Executive Employment Agreement with John R. Merrill, the company's Chief Financial Officer and Principal Accounting Officer, effective that date. The agreement sets an annual base salary of $325,000 (retroactive to May 16, 2026), a multi-year term, a performance bonus opportunity, and an equity award.

Key Details

• Employment term: initial three-year term with automatic one-year renewals, effective August 18, 2026.
• Base salary: $325,000 per year, retroactive to May 16, 2026.
• Bonus: annual performance bonus with a target equal to 60% of base salary; subject to conditions, a minimum annual bonus equal to 30% of his target bonus.
• Equity: 75,000 restricted shares under the company’s equity incentive plan, vesting in four equal annual installments beginning on the first anniversary of the agreement.
• Severance and protections: if terminated without Cause or for Good Reason, Merrill is entitled to nine months of base salary, COBRA coverage (or reimbursement) for nine months, earned and prorated bonuses for the year of termination, and either immediate vesting of unvested awards or continued vesting during the nine-month severance period. The agreement includes double-trigger protection for qualifying terminations after a Change in Control.

Why It Matters

• This agreement formalizes compensation and retention for ReposiTrak’s CFO, which can help ensure continuity in financial leadership. The retroactive effective date means the stated salary and related terms apply back to May 16, 2026.
• The 75,000 restricted shares represent potential future dilution and will vest over four years. Severance and Change‑in‑Control protections create potential cash and equity obligations the company could face under certain terminations or an acquisition.
• Investors should note the concrete compensation terms and protections but the filing does not include projections of the financial impact; the full Employment Agreement is filed as Exhibit 10.1 to the 8-K.