8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 16, 2023

Commission File Number:

0-23153

200 E 5th Ave , Suite 100 , Naperville , Illinois

60563

(Address of principal executive offices)

(### 877)

260-2010

(Registrant’s Telephone number)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2)

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

Effective June 16, 2023, Track Group, Inc. (the “Company”) the Company voluntarily transitioned to trading its shares of common stock on the OTCQB Venture Market (OTCQB) of the OTC Markets Group, Inc., under its current ticker symbol, “TRCK” (the “Listing Transition”).

On June 20, 2023, the Company issued a press release announcing the Listing Transition. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ex_534963.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE

June 20, 2023

Peter Poli

Chief Financial Officer

peter.poli@trackgrp.com

Track Group Announces Trading on OTCQB Venture Market

NAPERVILLE, ILLINOIS – Track Group, Inc. (OTCQB: TRCK), a global leader in offender tracking and monitoring services, today announced its application for listing has moved to the OTCQB® Venture Market ("OTCQB") and trading commenced at the opening of the market on June 16, 2023. The company will continue to trade under the ticker symbol “TRCK”. Existing Track Group shares, previously quoted on the OTCQX, will now be quoted on the OTCQB without further action needed by shareholders.

About Track Group, Inc.

Track Group designs, manufactures, and markets location-tracking devices and develops and sells a variety of related software, services, accessories, networking solutions, and monitoring applications. The Company's products and services are designed to empower professionals in security, law enforcement, corrections, and rehabilitation organizations worldwide with single-sourced offender management solutions that integrate reliable intervention technologies to support re-socialization and monitoring initiatives.

For more information, visit www.trackgrp.com