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Private company

Ontrak, Inc.

American misc health and allied services company based in Santa Monica2

In its 2025 annual report the company says: “We are a value-based behavioral healthcare company that identifies and engages people with unmet health needs using our proprietary Advanced Engagement System to improve clinical outcomes and reduce total cost of care. Our program predicts people whose chronic disease will improve with behavior change, recommends effective care pathways that people are willing to follow, and engages and guides them to and through the care and treatment they need.”5

Last updated Oct 21, 2026.

Overview

  • IndustryServices-Misc Health & Allied Services, NEC2
  • HeadquartersDover, United States2
  • Incorporated inDE3
  • Business address333 S. E. 2Nd Avenue, Suite 2000, Miami, Fl 331313
  • Filer categoryNon-accelerated filer, Smaller reporting company3
  • Legal formCorporation2
  • LEI549300OQ36UO20X0DB402
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressc/o COGENCY GLOBAL INC., 850 NEW BURTON ROAD SUITE 201, 19904 Dover, United States2
  • Registered withDivision of Corporations, Department of State, 37092422

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Ontrak, Inc. (“Ontrak,” “Company,” “we,” “us” or “our”) was incorporated in the State of Delaware on September 29, 2003. Ontrak was founded with a passion for engaging with and transforming health outcomes for anyone impacted by behavioral health conditions through our Wholehealth+ and accompanying suite of solutions. We are a value-based behavioral healthcare company that identifies and engages people with unmet health needs using our proprietary Advanced Engagement System to improve clinical outcomes and reduce total cost of care. Through access to comprehensive claims data and other healthcare information, our technology-enabled platform utilizes analytics and predictive modeling to uniquely identify connections between behavioral health issues and physical chronic conditions, exposing gaps that traditional behavioral health providers often miss. Our program predicts people whose chro…5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2024

62.9%Gross margin6
-164.0%Operating margin6
-235.0%Net margin6
-14.9%Revenue growth, 20246
-258.2%Return on equity6
0.24×Debt to equity6
-$13.6MFree cash flow6

Where the money goes

Where each dollar of revenue went, fiscal 2024

  • Cost of revenue37¢$4.0M
  • Research and development43¢$4.6M
  • Other costs20¢$2.2M

Out of $10.8M in revenue.6 The company lost money this year.

Financial statements

Revenue78910116$10.8M in 2024−29% since 2018
0$25.0M$50.0M$75.0M$100.0M2018: $15.2M$15.2M20182019: $35.1M$35.1M2019+131%2020: $82.8M$82.8M2020+136%2021: $84.1M$84.1M2021+2%2022: $14.5M$14.5M2022−83%2023: $12.7M$12.7M2023−12%2024: $10.8M$10.8M2024−15%
Gross profit78910116$6.8M in 2024+68% since 2018
0$20.0M$40.0M$60.0M2018: $4.1M$4.1M20182019: $14.7M$14.7M2019+262%2020: $39.2M$39.2M2020+167%2021: $52.9M$52.9M2021+35%2022: $7.1M$7.1M2022−87%2023: $8.8M$8.8M2023+25%2024: $6.8M$6.8M2024−22%
Operating income78910116-$17.8M in 2024+31% since 2018
-$60.0M-$40.0M-$20.0M02018: -$13.6M-$13.6M20182019: -$20.0M-$20.0M2019+47%2020: -$14.9M-$14.9M2020−25%2021: -$28.0M-$28.0M2021+88%2022: -$44.1M-$44.1M2022+58%2023: -$21.1M-$21.1M2023−52%2024: -$17.8M-$17.8M2024−16%
Net income78910116-$25.5M in 2024+79% since 2018
-$60.0M-$40.0M-$20.0M02018: -$14.2M-$14.2M20182019: -$25.7M-$25.7M2019+81%2020: -$22.7M-$22.7M2020−11%2021: -$37.1M-$37.1M2021+64%2022: -$51.6M-$51.6M2022+39%2023: -$27.9M-$27.9M2023−46%2024: -$25.5M-$25.5M2024−9%
Fiscal year2018201920202021202220232024
Revenue$15.2M7$35.1M8$82.8M9$84.1M10$14.5M11$12.7M6$10.8M6
Cost of revenue$11.1M7$20.4M8$43.6M9$31.2M10$7.5M11$3.9M6$4.0M6
Gross profit$4.1M7$14.7M8$39.2M9$52.9M10$7.1M11$8.8M6$6.8M6
Research and development$5.4M8$12.9M9$18.3M10$11.0M11$6.6M6$4.6M6
Operating expenses$80.9M10$51.2M11$29.9M6$24.6M6
Operating income-$13.6M7-$20.0M8-$14.9M9-$28.0M10-$44.1M11-$21.1M6-$17.8M6
Interest$570.0K7$3.0M8$7.2M9$8.0M10$3.9M11$7.2M11
Income before tax-$37.0M10-$51.5M11-$28.0M6-$25.5M6
Income tax$1.0K15$08-$645.0K9$153.0K10$88.0K11-$80.0K6$06
Net income-$14.2M7-$25.7M8-$22.7M9-$37.1M10-$51.6M11-$27.9M6-$25.5M6
Earnings per share-$1.449-$2.4710-$15.6111-$49.566-$17.026
Earnings per share (diluted)-$1.449-$2.4710-$15.6111-$49.566-$17.026
Shares (weighted, basic)18.7M shares103.9M shares11744.0K shares64.6M shares6
Shares (weighted, diluted)18.7M shares103.9M shares11744.0K shares64.6M shares6

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Corporate structure

Ontrak, Inc. sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Ontrak, Inc.

  • Ontrak, Inc. Dover, Delaware, United States
    • LD Acquisition Holdings, Inc. Subsidiary · Delaware, United States
    • LifeDojo Inc. Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Ontrak, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Finance-lease assets$011 Dec 31, 2023$66.0K11 Dec 31, 2022−100.0%
Operating-lease assets (leased space)$145.0K6 Dec 31, 2024$195.0K6 Dec 31, 2023−25.6%

Real estate and locations

ItemLatestA year beforeChange
Area of real estate2,721 sq ft6 Dec 31, 20242,721 sq ft11 Dec 31, 20230%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$5.7M6 Dec 31, 2024$5.7M6 Dec 31, 20230%
Intangible assets, net (excluding goodwill)$06 Dec 31, 2024$99.0K6 Dec 31, 2023−100.0%
Finite-lived intangibles, gross$3.8M6 Dec 31, 2023$3.8M11 Dec 31, 20220%
Accumulated amortization$3.7M6 Dec 31, 2023$2.6M11 Dec 31, 2022+38.8%
Finite-lived intangibles, net$99.0K6 Dec 31, 2023$1.1M11 Dec 31, 2022−91.2%

Properties, in its own words

Our leased office space in Miami, Florida, serves as our principal place of business and headquarters. We also lease office space in Henderson, Nevada, which we use as the administrative office for certain of our back-office functions. We believe that our current office space is adequate to meet our needs.

Item 2 of the 10-K filed Apr 14, 2025.5

Leadership

Who has led Ontrak, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Terren S. Peizer2008–2023
  2. Jonathan E. Mayhew2021–2022
  3. Brandon H. Laverne2023–now

Chair

  1. Terren S. Peizer2011–2023

Chief financial officer

  1. Chuck Timpe2007–2008
  2. Maurice Hebert2008–2009
  3. Susan Etzel2011
  4. Christopher Shirley2018–2019
  5. Brandon H. Laverne2020–2022

Chief operating officer

  1. Curtis Medeiros2020
  2. Brandon H. Laverne2022–2023
  3. Richard P. Newman2024–now
2010201520202025
Board members and other officers (30)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Chief Accounting OfficerJames J. Park named Nov 12, 202157
  • DirectorRichard A. Berman named Nov 12, 202157

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • LD Acquisition Holdings, Inc. Delaware4
  • LifeDojo Inc. Delaware4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • HYTHIAM, INC.Nov 2, 2010 to Mar 7, 20113
  • CATASYS, INC.Sep 29, 2005 to Jul 6, 20203
  • HYTHIAM INCOct 7, 2003 to Oct 20, 20103
  • ALASKA FREIGHTWAYS INCApr 4, 2001 to Oct 3, 20033

Timeline

  1. Aug 28, 20258-K Executive or director change; Other events58
  2. Aug 13, 20258-K Listing notice or transfer59
  3. Jul 31, 20258-K Executive or director change; Other events60
  4. Jul 7, 20258-K Other events61
  5. Jul 3, 20258-K Entered a material agreement; Other events62
  6. Jun 30, 20258-K Entered a material agreement; Unregistered sale of shares; Other events63
  7. May 20, 20258-K Entered a material agreement64
  8. May 20, 20258-K Results of operations65
  9. Apr 14, 20258-K Results of operations66
  10. Jan 8, 20258-K Other events67
  11. Nov 13, 20248-K Results of operations68
  12. Nov 6, 20248-K Other events69
  13. May 15, 2023New chief executive Brandon H. Laverne becomes CEO16
  14. Apr 20, 2021New chief executive Jonathan E. Mayhew becomes CEO17
  15. Feb 8, 2008New chief executive Terren S. Peizer becomes CEO18
  16. Sep 29, 2003Founded Ontrak, Inc. is founded2

Calendar

When it reported results

  1. May 20, 2025Reported quarterly or annual results65
  2. Apr 14, 2025Reported quarterly or annual results66
  3. Nov 13, 2024Reported quarterly or annual results68
  4. Aug 8, 2024Reported quarterly or annual results70
  5. May 14, 2024Reported quarterly or annual results71
  6. Apr 16, 2024Reported quarterly or annual results72
  7. Nov 14, 2023Reported quarterly or annual results73
  8. Aug 9, 2023Reported quarterly or annual results74

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

282 filings to the SEC since October 2021: 4 annual reports, 11 quarterly reports, 64 major events, 89 insider forms, 36 large holders, 1 private raises, 77 other. The latest 20:

  1. Nov 14, 2025SCHEDULE 13G/A EDGAR
  2. Nov 12, 2025SCHEDULE 13G/A EDGAR
  3. Sep 18, 202525-NSE EDGAR
  4. Aug 28, 20258-K EDGAR
  5. Aug 18, 2025NT 10-Q EDGAR
  6. Aug 14, 2025SCHEDULE 13G EDGAR
  7. Aug 13, 20258-K EDGAR
  8. Aug 8, 2025SCHEDULE 13G EDGAR
  9. Jul 31, 20258-K EDGAR
  10. Jul 7, 20258-K EDGAR
  11. Jul 7, 2025SCHEDULE 13G EDGAR
  12. Jul 3, 20258-K EDGAR
  13. Jun 30, 20258-K EDGAR
  14. Jun 30, 2025424B5 EDGAR
  15. Jun 30, 2025SCHEDULE 13D/A EDGAR
  16. Jun 26, 2025EFFECT EDGAR
  17. Jun 25, 2025CORRESP EDGAR
  18. Jun 24, 2025SCHEDULE 13D/A EDGAR
  19. Jun 24, 20254 OWNERSHIP DOCUMENT EDGAR
  20. Jun 23, 2025SCHEDULE 13D/A EDGAR

The 282 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

3 open-market trades by officers, directors and large owners since October 2021: 2 buys and 1 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Nov 20, 2024Sherman Michael EdwardDirectorSale173$1.77$306Form 4
May 24, 2022Hill ArikChief Information OfficerBuy25,358$1.44$36.5KForm 4
May 20, 2022Hill ArikChief Information OfficerBuy26,315$1.52$40.0KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$6.1M 2020–2020
Money received by yearMoney received by year, 2020–2020: $6.1M in all. Private raises (Form D) $6.1M.$0$2M$4M$6M$8M2020 · Private raises (Form D): $6.1M2020
Figures by year
YearPrivate raises (Form D)Total
2020$6.1M$6.1M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Oct 28, 2020Raised $6.1 million in a private offering of equity57 Form D: $6.4 million offered in all Form D

SEC filer profile

How Ontrak, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGAROntrak, Inc.1
  • CIK0001136174
  • Employer ID (EIN)88-04648535
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)8090 Services-Misc Health & Allied Services, NEC1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address333 S. E. 2Nd Avenue, Suite 2000, Miami, FL 331311
  • Phone310 444 43001
  • Shares outstanding4,217,848 as of May 14, 202514
  • Public float$4.0M as of Jun 30, 20245
  • AuditorEISNERAMPER LLP, Philadelphia, Pennsylvania PCAOB ID 274; no auditor attestation of internal control over financial reporting5
  • On EDGAR sinceApr 4, 20011
  • Filings1,184 in all: 8-K (310), 4 (285), 10-Q (65), 3 (51), SC 13D/A (48), CORRESP (47), UPLOAD (33), S-1/A (26)1
    All 66 form types

    10-K (22), D (21), EFFECT (19), S-8 (18), SC 13G/A (18), 8-K/A (17), DEF 14A (17), 424B5 (16), S-3 (13), SC 13G (13), S-1 (9), NT 10-Q (8), 4/A (7), DEFA14A (7), NT 10-K (7), S-3/A (7), PRE 14A (6), SCHEDULE 13D/A (6), 10-K/A (5), 10QSB (5), POS AM (5), PRE 14C (5), SB-2/A (5), DEF 14C (4), POS EX (4), 25-NSE (3), 424B4 (3), 8-A12B (3), ARS (3), DEFR14A (3), SC 13D (3), SCHEDULE 13G (3), 144 (2), 424B3 (2), AW (2), CERT (2), D/A (2), FWP (2), RW (2), SCHEDULE 13G/A (2), 10-Q/A (1), 10KSB (1), 424A (1), 424B1 (1), 424B2 (1), 5 (1), 8-A12G (1), CERTAMX (1), CERTNAS (1), DRS (1), NT 11-K (1), PRER14A (1), REGDEX (1), S-1MEF (1), S-3MEF (1), S-4 (1), SB-2 (1), SC 14F1 (1)

  • Latest filingsAnnual report (10-K) Apr 14, 2025
    Quarterly report (10-Q) May 20, 2025
    Proxy statement (DEF 14A) Jul 29, 2024
    Latest 8-K (8-K) Aug 28, 2025

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.0001 per shareOTRKNASDAQ

From the cover page of the 10-K filed Apr 14, 2025 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Ontrak, Inc. names in Item 1A of its 10-K filed Apr 14, 2025: 59 risks under these headings, as written.5

  • Risks related to our business
  • We need additional capital to continue our operations and execute our business strategy, and we cannot guarantee that we will raise adequate additional capital on a timely basis, on favorable terms, or at all.
  • As of the filing date of this report, we have approximately $13.6 million, including accrued paid-in-kind interest, outstanding under the Keep Well Agreement, and a default thereunder would have material adverse consequences to our financial condition, operating results, and business.
  • The amounts we borrow under the Keep Well Agreement bear interest at a variable rate which could cause our outstanding indebtedness to increase significantly.
  • A substantial percentage of our revenues are attributable to a few customers, any or all of which may terminate our services at any time.
  • Failure to effectively develop and expand our sales and marketing capabilities could harm our ability to execute our business plan, increase our customer base and achieve broader market acceptance of our program.
  • Our programs may not be as effective as we believe them to be, which could limit our potential revenue growth.
  • Our Ontrak programs may not become widely accepted, which could limit our growth.
  • Our enrollment rates and engagement of our members could be impacted by accuracy and frequency of the member data that we receive from our customers.
  • Disappointing results for our programs or failure to attain our publicly disclosed milestones could adversely affect market acceptance and have a material adverse effect on our stock price.
  • If third-party payors fail to provide coverage and adequate payment rates for our solutions, our revenue and prospects for profitability will be harmed.
  • We may not be able to achieve promised savings for our Ontrak contracts, which could result in pricing levels insufficient to cover our costs or ensure profitability.
The other 48 risks
  • Our industry is highly competitive, and we may not be able to compete successfully.
  • We may fail to successfully manage and grow our business, which could adversely affect our results of operations, financial condition and business.
  • We may be unable to successfully execute on our growth initiatives, business strategies or operating plans.
  • We depend on key personnel, the loss of which could impact the ability to manage our business.
  • We are dependent on our ability to recruit, retain and develop a very large and diverse workforce. We must transform our culture in order to successfully grow our business.
  • Our business and growth strategy depend on our ability to maintain and expand a network of qualified healthcare providers. If we are unable to do so, our future growth and our business, financial condition and results of operations would be negatively impacted.
  • We are subject to ongoing litigation and may be subject to future litigation, any of which could result in substantial liabilities.
  • Our ability to use our net operating losses to offset future taxable income has been limited in certain cases and may be subject to certain limitations in the future.
  • Claims asserted against us for violation of securities laws, whether or not such claims have any merit, are costly to defend and could result in significant liabilities and diversion of our management’s time and attention and could have a material adverse effect on our financial condition, business and results of operations.
  • An extended curtailment or halt of operations at the SEC and other government agencies, including due to a U.S. federal government shutdown, could delay or disrupt clinical and preclinical development and potential marketing approval of our product candidates and our ability to raise additional capital.
  • Risks related to our intellectual property
  • Confidentiality agreements with employees, treating physicians and others may not adequately prevent disclosure of trade secrets and other proprietary information.
  • We may be subject to claims that we infringe the intellectual property rights of others, and unfavorable outcomes could harm our business.
  • Risks related to our healthcare industry
  • Recent changes in insurance and health care laws have created uncertainty in the health care industry.
  • Our policies and procedures may not fully comply with complex and potentially increasing regulation by state and federal authorities, which could negatively impact our business operations.
  • We may become subject to medical liability claims, which could cause us to incur significant expenses and may require us to pay significant damages if not covered by insurance.
  • Our business practices may be found to constitute illegal fee-splitting or corporate practice of medicine, which may lead to penalties and adversely affect our business.
  • Our business practices may be found to violate anti-kickback, physician self-referral or false claims laws, which may lead to penalties and adversely affect our business.
  • Our business practices may be subject to state regulatory and licensure requirements.
  • If our providers or experts are characterized as employees, we would be subject to employment and withholding liabilities.
  • We may be subject to healthcare anti-fraud initiatives, which may lead to penalties and adversely affect our business.
  • Our use and disclosure of patient information is subject to privacy and security regulations, which may result in increased costs.
  • Cybersecurity incidents, security breaches, loss of data and other disruptions could compromise sensitive information related to our business, prevent us from accessing critical information or expose us to liability, which could adversely affect our business and our reputation.
  • Certain of our professional healthcare employees, such as nurses, must comply with individual licensing requirements.
  • Risks related to our preferred stock
  • Our Series A Preferred Stock ranks junior to all of our indebtedness and other liabilities. If we liquidate our assets to pay our creditors, we may not have sufficient assets to pay amounts due on any or all of the Series A Preferred Stock then outstanding.
  • Our Series A Preferred Stock is quoted on the OTC Markets, which could limit investors’ liquidity and ability to trade in our Series A Preferred Stock.
  • We may not be able to pay dividends on the Series A Preferred Stock if we have insufficient cash or available ‘surplus’ as defined under Delaware law to make such dividend payments.
  • Future issuances of preferred stock may reduce the value of the Series A Preferred Stock.
  • Market interest rates may materially and adversely affect the value of the Series A Preferred Stock.
  • The special exchange right that the Series A Preferred Stock is entitled to may make it more difficult for a party to acquire us or discourage a party from acquiring us.
  • Holders of the Series A Preferred Stock may be unable to use the dividends-received deduction and may not be eligible for the preferential tax rates applicable to “qualified dividend income.”
  • Holders of the Series A Preferred Stock may be subject to tax if we make or fail to make certain adjustments to the exchange rate of the Series A Preferred Stock even though you do not receive a corresponding cash dividend.
  • Our revenues, operating results and cash flows may fluctuate in future periods, and we may fail to meet investor expectations, which may cause the price of our Series A Preferred Stock to decline.
  • The Series A Preferred Stock has not been rated.
  • The market price of the Series A Preferred Stock could be substantially affected by various factors.
  • A holder of Series A Preferred Stock has extremely limited voting rights.
  • Risks related to our common stock
  • Acuitas Group Holdings, LLC owns approximately 46% of our outstanding common stock and beneficially owns approximately 96% of our outstanding common stock, and as a result of such ownership has the ability to substantially influence the election of directors and other matters submitted to stockholders.
  • There can be no assurance that our common stock will continue to be listed on Nasdaq or, if listed, that we will be able to comply with its continued listing requirements, which could limit investors’ ability to transact in our securities and subject us to additional trading restrictions.
  • Certain of our warrants contain price protection in the form of anti-dilution provisions that could harm trading in our common stock and make it difficult for us to obtain additional financing.
  • We incur increased costs as a result of operating as a public company, and our management devotes substantial time to compliance initiatives.
  • Our stock price may be subject to substantial volatility, and the value of our stockholders' investment may decline.
  • Future sales of common stock by existing stockholders, or the perception that such sales may occur, could depress our stock price.
  • Future issuances of common stock and hedging activities may depress the trading price of our common stock.
  • There may be future sales or other dilution of our equity, which may adversely affect the market price of our common stock.
  • We have historically relied in part on sales of our common stock to fund our operations, and our future ability to obtain additional capital through stock sales or other securities offerings may be more costly than in the past, or may not be available to us at all.
  • The holders of our Series A Preferred Stock have the right to elect two directors to our board of directors.
  • Failure to maintain effective internal controls could adversely affect our operating results and the market for our common stock.
  • Provisions in our certificate of incorporation and Delaware law could discourage a change in control, or an acquisition of us by a third party, even if the acquisition would be favorable to you.
  • We do not expect to pay dividends on our common stock in the foreseeable future.

Legal proceedings

From time to time, we are subject to various legal proceedings that arise in the normal course of our business activities. As of the date of the filing of this report, we are not a party to any litigation the outcome of which, if determined adversely to us, would individually or in the aggregate be reasonably expected to have a material adverse effect on our results of operations or financial position, except for the legal proceedings discussed in Note 13, “Commitments and Contingencies” in the Notes to Consolidated Financial Statements, in Part II, Item 8, included in this Annual Report on Form 10-K, which is incorporated by reference herein.

The opening of Item 3, Legal Proceedings.5

Sources

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