---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-008088"
form_type: "8-K"
ticker: null
cik: "0001136174"
company_name: "Ontrak, Inc."
filed_at: "2023-03-15T23:59:59+00:00"
generated_at: "2026-06-18T01:41:27.705071+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Ontrak Q4 rev $2.5M (-76%); net loss $(9.1)M; 19% layoffs; Nasdaq listing transfer

## Summary
- Q4 2022 revenue $2.5M, down 76% YoY from $10.4M; net loss $(9.1)M or $(0.42) diluted EPS.
- Adjusted EBITDA loss $(6.1)M; non-GAAP net loss $(7.6)M or $(0.36) per share.
- Reduced workforce by 19%, saving ~$2.7M annual compensation; one-time severance $0.3M.
- Nasdaq listing transferred to Capital Market; extended to Sept 11, 2023 to regain $1 bid price.

## SEC filing metadata
- accession: 0001628280-23-008088
- form_type: 8-K
- cik: 0001136174
- company_name: Ontrak, Inc.
- filed_at: 2023-03-15T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 2.02, 2.05, 3.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1136174/000162828023008088/0001628280-23-008088-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1136174/000162828023008088/cats-20230309.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-008088
- JSON: https://secwatch.observer/filing/0001628280-23-008088.json
- Plain text: https://secwatch.observer/filing/0001628280-23-008088.txt

## Key facts
- Earnings Releases
  Ontrak, Inc. reported the fourth quarter and year ended December 31, 2022 results: revenue $2.5 million, net income $(9.1) million, EPS $(0.42) diluted net loss per common share.
  - Period: the fourth quarter and year ended December 31, 2022
  - Revenue: $2.5 million
  - Net income: $(9.1) million
  - EPS: $(0.42) diluted net loss per common share
  - Result: reported results
  source text: Revenue for the fourth quarter of 2022 was $2.5 million, representing a 76% decrease compared to the same period in 2021.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1136174/000162828023008088/0001628280-23-008088-index.htm
- Earnings Releases
  Ontrak, Inc. reported the year ended December 31, 2022 results: revenue $14.5 million.
  - Period: the year ended December 31, 2022
  - Revenue: $14.5 million
  - Result: reported results
  source text: Q4 Revenue of $2.5 million and Full Year Revenue of $14.5 million
  evidence_url: https://www.sec.gov/Archives/edgar/data/1136174/000162828023008088/0001628280-23-008088-index.htm
- Listing & Compliance Notices
  Ontrak, Inc. received a nasdaq noncompliance notice notice regarding minimum bid price (rules 5450(a)(1), 5810(c)(3)(A)).
  - Exchange: nasdaq
  - Notice: noncompliance notice
  - Deficiency: minimum bid price
  - Rules: 5450(a)(1), 5810(c)(3)(A)
  source text: March 14, 2023, the Company received notice from Nasdaq that the Company’s application was approved and that the Company is eligible for an additional 180-calendar day period, or until September 11, 2023, to regain compliance with the Minimum Bid Price Requirement. Both the Company’s common stock and 9.50% Series A Cumulative Perpetual Preferred Stock will be transferred to The Nasdaq Capital Market at the opening of business on March 16, 2023. If at any time during the 180-calendar day period, the closing bid price of the Company’s common stock is at least $1.00 per share for a minimum of 10
  evidence_url: https://www.sec.gov/Archives/edgar/data/1136174/000162828023008088/0001628280-23-008088-index.htm
- Restructurings & Charges
  Ontrak, Inc. announced a restructuring with charges of approximately $0.3 million (approximately 19% of the Company’s employee positions were eliminated).
  - Type: restructuring
  - Charge: approximately $0.3 million
  - Headcount: approximately 19% of the Company’s employee positions were eliminated
  source text: on March 9, 2023, the Company implemented additional headcount reductions wherein approximately 19% of the Company’s employee positions were eliminated. These headcount reductions are expected to result in a reduction of approximately $2.7 million of the Company’s annual compensation costs. The Company estimates one-time costs of approximately $0.3 million of termination benefits to the impacted employees, including severance payments and benefits. The headcount reductions were completed by March 10, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1136174/000162828023008088/0001628280-23-008088-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.