PEIZER TERREN S

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · derivative · entry 7

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Acuitas Capital LLC

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2024-09-30

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F3 · derivative.exercise_price: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F7 · derivative.exercise_price: On November 14, 2023, in accordance with the Fifth Amendment, and concurrent with the closing of the Offering, Ontrak issued to Humanitario in a private placement an unregistered pre-funded warrant to purchase up to 18,333,333 Shares (the "Pre-Funded Warrant") and an unregistered warrant to purchase up to 36,666,666 Shares (the "Private Placement Warrant"; together with the Pre-Funded Warrant, the "Private Placement Securities"), for total consideration of $11.0 million, consisting of (a) the $6.0 million Acuitas Capital previously delivered to Ontrak in June 2023 and September 2023 in accordance with the Keep Well Agreement and (b) a reduction of the aggregate amounts outstanding under the Keep Well Notes (after giving effect to the Notes Conversion) to $2.0 million (the Keep Well Note evidencing such $2.0 million, the "Surviving Note").

F7 · reported_value: On November 14, 2023, in accordance with the Fifth Amendment, and concurrent with the closing of the Offering, Ontrak issued to Humanitario in a private placement an unregistered pre-funded warrant to purchase up to 18,333,333 Shares (the "Pre-Funded Warrant") and an unregistered warrant to purchase up to 36,666,666 Shares (the "Private Placement Warrant"; together with the Pre-Funded Warrant, the "Private Placement Securities"), for total consideration of $11.0 million, consisting of (a) the $6.0 million Acuitas Capital previously delivered to Ontrak in June 2023 and September 2023 in accordance with the Keep Well Agreement and (b) a reduction of the aggregate amounts outstanding under the Keep Well Notes (after giving effect to the Notes Conversion) to $2.0 million (the Keep Well Note evidencing such $2.0 million, the "Surviving Note").

F7 · price: On November 14, 2023, in accordance with the Fifth Amendment, and concurrent with the closing of the Offering, Ontrak issued to Humanitario in a private placement an unregistered pre-funded warrant to purchase up to 18,333,333 Shares (the "Pre-Funded Warrant") and an unregistered warrant to purchase up to 36,666,666 Shares (the "Private Placement Warrant"; together with the Pre-Funded Warrant, the "Private Placement Securities"), for total consideration of $11.0 million, consisting of (a) the $6.0 million Acuitas Capital previously delivered to Ontrak in June 2023 and September 2023 in accordance with the Keep Well Agreement and (b) a reduction of the aggregate amounts outstanding under the Keep Well Notes (after giving effect to the Notes Conversion) to $2.0 million (the Keep Well Note evidencing such $2.0 million, the "Surviving Note").

F3 · derivative.expiration_date: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F3 · derivative.underlying_shares: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F7 · derivative.underlying_shares: On November 14, 2023, in accordance with the Fifth Amendment, and concurrent with the closing of the Offering, Ontrak issued to Humanitario in a private placement an unregistered pre-funded warrant to purchase up to 18,333,333 Shares (the "Pre-Funded Warrant") and an unregistered warrant to purchase up to 36,666,666 Shares (the "Private Placement Warrant"; together with the Pre-Funded Warrant, the "Private Placement Securities"), for total consideration of $11.0 million, consisting of (a) the $6.0 million Acuitas Capital previously delivered to Ontrak in June 2023 and September 2023 in accordance with the Keep Well Agreement and (b) a reduction of the aggregate amounts outstanding under the Keep Well Notes (after giving effect to the Notes Conversion) to $2.0 million (the Keep Well Note evidencing such $2.0 million, the "Surviving Note").

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · derivative · entry 6

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Acuitas

Disclosed balance after: 18,054,791

Underlying: Common Stock · 18,054,791 shares

Expires 2028-11-14

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F4 · derivative.exercise_price: Under the terms of the Keep Well Agreement, in connection with the conversion of any Keep Well Note into Shares, Ontrak will issue to Acuitas Capital a five-year warrant (each, a "Keep Well Warrant") to purchase up to a number of Shares equal to (x) the amount converted divided by (y) the conversion price of the Keep Well Note then in effect, which Keep Well Warrant will be exercisable for an exercise price equal to such conversion price (as may be adjusted).

F6 · derivative.exercise_price: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F9 · derivative.exercise_price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · derivative.exercise_price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F6 · shares: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F9 · shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F6 · price: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F9 · price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F4 · derivative.exercise_date: Under the terms of the Keep Well Agreement, in connection with the conversion of any Keep Well Note into Shares, Ontrak will issue to Acuitas Capital a five-year warrant (each, a "Keep Well Warrant") to purchase up to a number of Shares equal to (x) the amount converted divided by (y) the conversion price of the Keep Well Note then in effect, which Keep Well Warrant will be exercisable for an exercise price equal to such conversion price (as may be adjusted).

F6 · derivative.exercise_date: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F4 · derivative.expiration_date: Under the terms of the Keep Well Agreement, in connection with the conversion of any Keep Well Note into Shares, Ontrak will issue to Acuitas Capital a five-year warrant (each, a "Keep Well Warrant") to purchase up to a number of Shares equal to (x) the amount converted divided by (y) the conversion price of the Keep Well Note then in effect, which Keep Well Warrant will be exercisable for an exercise price equal to such conversion price (as may be adjusted).

F6 · derivative.expiration_date: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F6 · derivative.underlying_shares: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F9 · derivative.underlying_shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · derivative.underlying_shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F6 · balance_after: On November 14, 2023, in connection with the Notes Conversion, Ontrak issued to Acuitas a Keep Well Warrant to purchase up to 18,054,791 Shares with an exercise price of $0.90 per share (the "Conversion Warrant").

F9 · balance_after: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · balance_after: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · derivative · entry 5

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Acuitas Capital LLC

Disclosed balance after: Not disclosed

Underlying: Common Stock · 695,103 shares

Expires 2024-09-30

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · derivative.exercise_price: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.exercise_price: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.exercise_price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · reported_value: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F2 · derivative.exercise_date: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.expiration_date: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.underlying_shares: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · derivative.underlying_shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · derivative.underlying_shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · derivative · entry 4

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Acuitas Capital LLC

Disclosed balance after: Not disclosed

Underlying: Common Stock · 1,979,916 shares

Expires 2024-09-30

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · derivative.exercise_price: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.exercise_price: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.exercise_price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · reported_value: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F2 · derivative.exercise_date: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.expiration_date: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.underlying_shares: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · derivative.underlying_shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · derivative.underlying_shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · derivative · entry 3

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Acuitas Capital LLC

Disclosed balance after: Not disclosed

Underlying: Common Stock · 8,388,967 shares

Expires 2024-09-30

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · derivative.exercise_price: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.exercise_price: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.exercise_price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · reported_value: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F2 · derivative.exercise_date: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.expiration_date: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.underlying_shares: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · derivative.underlying_shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · derivative.underlying_shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · derivative · entry 2

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Acuitas Capital LLC

Disclosed balance after: Not disclosed

Underlying: Common Stock · 6,990,805 shares

Expires 2024-09-30

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · derivative.exercise_price: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.exercise_price: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.exercise_price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · reported_value: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F5 · price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F2 · derivative.exercise_date: As previously disclosed, Ontrak previously issued to Acuitas Capital LLC, an entity wholly owned by Acuitas ("Acuitas Capital"), senior secured convertible notes (the "Keep Well Notes") in the principal amounts of $5 million, $6 million, $4 million and $4 million on July 15, 2022, September 7, 2022, January 5, 2023 and March 6, 2023, respectively, pursuant to the Master Note Purchase Agreement, dated as of April 15, 2022, by and among Ontrak, Acuitas Capital and the other parties thereto, as last amended by the Fifth Amendment thereto made as of October 31, 2023 (the "Fifth Amendment"), and as modified by the letter agreement made as of November 9, 2023 (as amended, the "Keep Well Agreement").

F3 · derivative.expiration_date: Under the terms of the Keep Well Agreement, prior to the Notes Conversion (as defined below), the Keep Well Notes had a maturity date of September 30, 2024. Acuitas Capital, at its option, has the right to convert the entire principal amount of the Keep Well Notes outstanding, plus all accrued and unpaid interest thereon, in whole or in part, into shares of Ontrak's common stock ("Shares") at a conversion price equal to the lesser of (a) $2.40 per share (as may be adjusted) and (b) the greater of (i) the closing price of Ontrak's common stock on the trading day immediately prior to the conversion and (ii) $0.90 per share (as may be adjusted).

F5 · derivative.underlying_shares: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · derivative.underlying_shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · derivative.underlying_shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

SEC source: 0001104659-23-118825 · tm2330803-1_4seq1.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Humanitario Capital LLC

Disclosed balance after: 18,054,791

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas") with respect to the issuer Ontrak, Inc. ("Ontrak"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F5 · shares: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · shares: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · shares: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

F5 · price: On November 14, 2023, Ontrak completed its previously announced public offering (the "Offering") of Shares and warrants to purchase Shares at a combined public offering price of $0.60 per Share and accompanying warrants (the "Offering Price"), as disclosed in the Form 8-K filed by Ontrak with the SEC on November 15, 2023. In accordance with the Fifth Amendment, prior to the closing of the Offering, Ontrak issued 18,054,791 Shares to Humanitario Capital LLC, an entity wholly owned by Acuitas ("Humanitario"), upon conversion of the aggregate principal amount of all outstanding Keep Well Notes previously issued to Acuitas Capital under the Keep Well Agreement, plus all accrued and unpaid interest thereon, minus $7.0 million (the "Notes Conversion"), in accordance with the terms (including the conversion price) of the Keep Well Agreement and the Keep Well Notes.

F9 · price: The Fifth Amendment requires Ontrak to seek stockholder approval (the "Stockholder Approval") under Nasdaq rules for (a) the issuance of the Shares issuable upon exercise of the Private Placement Securities that, together with the Shares issuable upon exercise of the warrants sold by Ontrak in the Offering, exceed the maximum number of Shares permitted to be issued without such approval under Nasdaq rules, (b) the Notes Conversion Modification (defined below), (c) the elimination of the 90% beneficial ownership limitation under the Keep Well Agreement that prohibited the issuance of Shares to Acuitas Capital and its affiliates upon conversion of any Keep Well Note or exercise of any Keep Well Warrant, and (d) any other terms of the Offering, the Private Placement Securities and/or the Fifth Amendment requiring stockholder approval under Nasdaq rules, including the Warrant Adjustment Provisions.

F10 · price: The Offering Price was less than the conversion price at which the Keep Well Notes were converted in the Notes Conversion. Pursuant to the Fifth Amendment, upon effectiveness of the Stockholder Approval, Ontrak will issue additional Shares to Acuitas Capital such that the total number of Shares issued in respect of the Notes Conversion plus such additional Shares will equal the number of Shares that would have been issued in respect of the Notes Conversion had the Keep Well Notes been converted therein at a conversion price equal to the Offering Price, the exercise price of the Conversion Warrant will be reduced to the Offering Price, and the number of Shares subject to the Conversion Warrant will be increased to the number of Shares that would have been subject thereto had the Keep Well Notes been converted in the Notes Conversion at a conversion price equal to the Offering Price (collectively, the "Notes Conversion Modifications").

SEC source: 0001104659-23-030158 · tm238745-3_4seq1.xml · derivative · entry 2

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 10,000,000

Underlying: Common Stock · 10,000,000 shares

Expires 2024-06-30

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F3 · security: Pursuant to the Keep Well Agreement, a senior secured convertible note was issued to Acuitas Capital in the amount of $4,000,000 that gives Acuitas Capital, at its election, the right to convert the entire principal amount of such note, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments. The senior secured convertible note matures on June 30, 2024.

F3 · date: Pursuant to the Keep Well Agreement, a senior secured convertible note was issued to Acuitas Capital in the amount of $4,000,000 that gives Acuitas Capital, at its election, the right to convert the entire principal amount of such note, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments. The senior secured convertible note matures on June 30, 2024.

F3 · price: Pursuant to the Keep Well Agreement, a senior secured convertible note was issued to Acuitas Capital in the amount of $4,000,000 that gives Acuitas Capital, at its election, the right to convert the entire principal amount of such note, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments. The senior secured convertible note matures on June 30, 2024.

F3 · derivative.exercise_date: Pursuant to the Keep Well Agreement, a senior secured convertible note was issued to Acuitas Capital in the amount of $4,000,000 that gives Acuitas Capital, at its election, the right to convert the entire principal amount of such note, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments. The senior secured convertible note matures on June 30, 2024.

SEC source: 0001104659-23-030158 · tm238745-3_4seq1.xml · derivative · entry 1

PEIZER TERREN S · CIK 0000904534 · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 8,888,889

Underlying: Common Stock · 8,888,889 shares

Expires 2028-03-06

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · security: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured convertible note in the principal amount of $4,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F2 · date: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured convertible note in the principal amount of $4,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F2 · price: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured convertible note in the principal amount of $4,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F2 · derivative.exercise_date: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured convertible note in the principal amount of $4,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 9

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 37,500,000

Underlying: Common Stock · 37,500,000 shares

Expires 2024-06-30

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F7 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange senior secured notes in the aggregate principal amount of $15.0 million previously issued to Acuitas Capital, for senior secured convertible notes that give Acuitas Capital, at its election, the right to convert the entire principal amount of such notes, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and, the right to receive any such shares upon any such conversion, the Charter Amendment Acceptance occurring. The number of shares reported in Column 5 assumes that all accrued interest is paid in cash.

F7 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange senior secured notes in the aggregate principal amount of $15.0 million previously issued to Acuitas Capital, for senior secured convertible notes that give Acuitas Capital, at its election, the right to convert the entire principal amount of such notes, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and, the right to receive any such shares upon any such conversion, the Charter Amendment Acceptance occurring. The number of shares reported in Column 5 assumes that all accrued interest is paid in cash.

F7 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange senior secured notes in the aggregate principal amount of $15.0 million previously issued to Acuitas Capital, for senior secured convertible notes that give Acuitas Capital, at its election, the right to convert the entire principal amount of such notes, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and, the right to receive any such shares upon any such conversion, the Charter Amendment Acceptance occurring. The number of shares reported in Column 5 assumes that all accrued interest is paid in cash.

F7 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange senior secured notes in the aggregate principal amount of $15.0 million previously issued to Acuitas Capital, for senior secured convertible notes that give Acuitas Capital, at its election, the right to convert the entire principal amount of such notes, plus all accrued and unpaid interest thereon, in whole or in part, into shares of the issuer's common stock at a conversion price of $0.40, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and, the right to receive any such shares upon any such conversion, the Charter Amendment Acceptance occurring. The number of shares reported in Column 5 assumes that all accrued interest is paid in cash.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 8

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 8,888,889

Underlying: Common Stock · 8,888,889 shares

Expires 2028-01-05

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F6 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F6 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F6 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F6 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 7

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 0

Underlying: Common Stock · 473,373 shares

Expires 2028-01-05

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F6 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F6 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F6 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F6 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 473,373 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on January 5, 2023, for warrants to purchase 8,888,889 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 6

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 13,333,333

Underlying: Common Stock · 13,333,333 shares

Expires 2027-09-07

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F5 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F5 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F5 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F5 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 5

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 0

Underlying: Common Stock · 710,059 shares

Expires 2027-09-07

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F5 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F5 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F5 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F5 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 710,059 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on September 7, 2022, for warrants to purchase 13,333,333 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 4

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 11,111,111

Underlying: Common Stock · 11,111,111 shares

Expires 2027-08-29

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F4 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F4 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F4 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F4 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 0

Underlying: Common Stock · 591,716 shares

Expires 2027-08-29

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F4 · security: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F4 · date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F4 · price: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

F4 · derivative.exercise_date: Pursuant to the Keep Well Agreement, the issuer agreed to exchange warrants to purchase 591,716 shares of the issuer's common stock with an exercise price of $1.69 per share previously issued to Acuitas on August 29, 2022, for warrants to purchase 11,111,111 shares of the issuer's common stock with an exercise price of $0.45 per share, subject to future price adjustments, subject to the issuer obtaining stockholder approval of the foregoing and the Charter Amendment Acceptance occurring.

SEC source: 0001437749-23-004451 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 11,891,933

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F2 · date: Under the terms of the Keep Well Agreement, the issuer agreed to issue 2,038,133 shares of its common stock (the "Commitment Shares") to Acuitas Capital subject to conditions specified therein, including the issuer obtaining stockholder approval for the issuance of the Commitment Shares and an amendment to the issuer's certificate of incorporation being accepted for filing by the Delaware Secretary of State (the "Charter Amendment Acceptance"). Such stockholder approval (and the stockholder approvals described in footnotes 3 through 7, below) was obtained at the issuer's special meeting of stockholders held on February 20, 2023 (the "Special Meeting") and the Charter Amendment Acceptance occurred on February 21, 2023.

F2 · price: Under the terms of the Keep Well Agreement, the issuer agreed to issue 2,038,133 shares of its common stock (the "Commitment Shares") to Acuitas Capital subject to conditions specified therein, including the issuer obtaining stockholder approval for the issuance of the Commitment Shares and an amendment to the issuer's certificate of incorporation being accepted for filing by the Delaware Secretary of State (the "Charter Amendment Acceptance"). Such stockholder approval (and the stockholder approvals described in footnotes 3 through 7, below) was obtained at the issuer's special meeting of stockholders held on February 20, 2023 (the "Special Meeting") and the Charter Amendment Acceptance occurred on February 21, 2023.

SEC source: 0001437749-23-004451 · rdgdoc.xml · derivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · CEO and Chairman of the Board · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 473,373

Underlying: Common Stock · 473,373 shares

Expires 2028-01-05

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties dated as of April 15, 2022, which was amended by a Second Amendment to Master Note Purchase Agreement dated as of November 19, 2022, and by a Third Amendment to Master Note Purchase Agreement dated as of December 30, 2022 (the Master Note Purchase Agreement as amended to date, the "Keep Well Agreement").

F3 · security: On January 5, 2023, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $4,000,000 to Acuitas Capital, and in connection therewith, the issuer issued this warrant to Acuitas Capital.

F3 · date: On January 5, 2023, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $4,000,000 to Acuitas Capital, and in connection therewith, the issuer issued this warrant to Acuitas Capital.

F3 · price: On January 5, 2023, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $4,000,000 to Acuitas Capital, and in connection therewith, the issuer issued this warrant to Acuitas Capital.

F3 · derivative.exercise_date: On January 5, 2023, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $4,000,000 to Acuitas Capital, and in connection therewith, the issuer issued this warrant to Acuitas Capital.

SEC source: 0001520138-23-000053 · ownership.xml · derivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 65,000

Underlying: COMMON STOCK · 65,000 shares

Expires 2032-11-23

F1 · security: Options granted pursuant to the Company's 2019 Omnibus Equity Incentive Plan.

F2 · derivative.exercise_date: The options vest in four equal installments over a one-year period ending November 9, 2023.

SEC source: 0001437749-22-022060 · rdgdoc.xml · derivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Chief Executive Officer · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 710,059

Underlying: Common Stock · 710,059 shares

Expires 2027-09-07

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · security: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured note in the principal amount of $6,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022.

F2 · date: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured note in the principal amount of $6,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022.

F2 · price: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured note in the principal amount of $6,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022.

F2 · derivative.exercise_date: This warrant was issued to Acuitas in connection with the purchase by Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, from the issuer of a senior secured note in the principal amount of $6,000,000 pursuant to that certain Master Note Purchase Agreement among the issuer, Acuitas Capital and certain other parties dated as of April 15, 2022.

SEC source: 0001437749-22-021618 · rdgdoc.xml · derivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 591,716

Underlying: Common Stock · 591,716 shares

Expires 2027-08-29

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F3 · security: On July 15, 2022, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $5,000,000 to Acuitas Capital. Under the terms of the Keep Well Agreement, in connection with the issuance and sale of that note, subject to the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue this warrant to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital) (this "Warrant"). Under the terms of the Keep Well Agreement, the issuer shall not issue any warrant, and Acuitas Capital had no right to receive any warrant, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the warrant. Such stockholder approval was obtained at the issuer's annual meeting of stockholders held on August 29, 2022 and this Warrant was issued on that date.

F3 · date: On July 15, 2022, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $5,000,000 to Acuitas Capital. Under the terms of the Keep Well Agreement, in connection with the issuance and sale of that note, subject to the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue this warrant to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital) (this "Warrant"). Under the terms of the Keep Well Agreement, the issuer shall not issue any warrant, and Acuitas Capital had no right to receive any warrant, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the warrant. Such stockholder approval was obtained at the issuer's annual meeting of stockholders held on August 29, 2022 and this Warrant was issued on that date.

F3 · price: On July 15, 2022, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $5,000,000 to Acuitas Capital. Under the terms of the Keep Well Agreement, in connection with the issuance and sale of that note, subject to the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue this warrant to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital) (this "Warrant"). Under the terms of the Keep Well Agreement, the issuer shall not issue any warrant, and Acuitas Capital had no right to receive any warrant, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the warrant. Such stockholder approval was obtained at the issuer's annual meeting of stockholders held on August 29, 2022 and this Warrant was issued on that date.

F3 · derivative.exercise_date: On July 15, 2022, pursuant to the Keep Well Agreement, the issuer issued and sold a senior secured note in the principal amount of $5,000,000 to Acuitas Capital. Under the terms of the Keep Well Agreement, in connection with the issuance and sale of that note, subject to the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue this warrant to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital) (this "Warrant"). Under the terms of the Keep Well Agreement, the issuer shall not issue any warrant, and Acuitas Capital had no right to receive any warrant, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the warrant. Such stockholder approval was obtained at the issuer's annual meeting of stockholders held on August 29, 2022 and this Warrant was issued on that date.

SEC source: 0001437749-22-021618 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,853,800

F1 · security: This Form 4 is jointly filed by Terren S. Peizer and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · date: On April 15, 2022, Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties (the "Keep Well Agreement"). Under the terms of the Keep Well Agreement, subject to conditions specified therein, including the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue 739,645 shares of the issuer's common stock (the "Commitment Shares") to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital). Under the terms of the Keep Well Agreement, the issuer shall not issue any of Commitment Shares, and Acuitas Capital had no right to receive any Commitment Shares, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the Commitment Shares. Such stockholder approval was obtained on August 29, 2022.

F2 · deemedExecutionDate: On April 15, 2022, Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties (the "Keep Well Agreement"). Under the terms of the Keep Well Agreement, subject to conditions specified therein, including the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue 739,645 shares of the issuer's common stock (the "Commitment Shares") to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital). Under the terms of the Keep Well Agreement, the issuer shall not issue any of Commitment Shares, and Acuitas Capital had no right to receive any Commitment Shares, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the Commitment Shares. Such stockholder approval was obtained on August 29, 2022.

F2 · price: On April 15, 2022, Acuitas Capital LLC ("Acuitas Capital"), an entity wholly owned by Acuitas, entered into a Master Note Purchase Agreement with the issuer and certain other parties (the "Keep Well Agreement"). Under the terms of the Keep Well Agreement, subject to conditions specified therein, including the issuer obtaining the stockholder approval described in the following sentence, the issuer agreed to issue 739,645 shares of the issuer's common stock (the "Commitment Shares") to Acuitas Capital (or an entity affiliated with Acuitas Capital, as designated by Acuitas Capital). Under the terms of the Keep Well Agreement, the issuer shall not issue any of Commitment Shares, and Acuitas Capital had no right to receive any Commitment Shares, unless and until the issuer obtained stockholder approval as required by, and in accordance with, the applicable Nasdaq listing rules for the issuance of the Commitment Shares. Such stockholder approval was obtained on August 29, 2022.

SEC source: 0001520138-22-000362 · ownership.xml · derivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 7,272,728

Underlying: Common Stock · 7,272,728 shares

Expires 2027-08-15

F1 · price: On July 15, 2022, BioVie Inc. (the "Issuer") entered into a securities purchase agreement with Acuitas, pursuant to which the Issuer agreed to issue, for an aggregate purchase price of $6,000,000.60, (i) 3,636,364 shares (the "PIPE Shares") of the Issuer's common stock at a price of $1.65 per share, and (ii) a warrant to purchase 7,272,728 shares of the Issuer's common stock at an exercise price of $1.82, with a term of exercise of five years. The Issuer issued the shares and warrants to Acuitas on August 15, 2022.3,636,364 shares (the "PIPE Shares") of the Issuer's common stock at a price of $1.65 per share, and (ii) a warrant to purchase 7,272,728 shares of the Issuer's common stock at an exercise price of $1.82, with a term of exercise of five years. The Issuer issued the shares and warrants to Acuitas on August 15, 2022.

F2 · ownership.nature: Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer.

SEC source: 0001520138-22-000362 · ownership.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 23,166,210

F1 · kind: On July 15, 2022, BioVie Inc. (the "Issuer") entered into a securities purchase agreement with Acuitas, pursuant to which the Issuer agreed to issue, for an aggregate purchase price of $6,000,000.60, (i) 3,636,364 shares (the "PIPE Shares") of the Issuer's common stock at a price of $1.65 per share, and (ii) a warrant to purchase 7,272,728 shares of the Issuer's common stock at an exercise price of $1.82, with a term of exercise of five years. The Issuer issued the shares and warrants to Acuitas on August 15, 2022.3,636,364 shares (the "PIPE Shares") of the Issuer's common stock at a price of $1.65 per share, and (ii) a warrant to purchase 7,272,728 shares of the Issuer's common stock at an exercise price of $1.82, with a term of exercise of five years. The Issuer issued the shares and warrants to Acuitas on August 15, 2022.

F2 · ownership.nature: Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer.

SEC source: 0001493152-22-014523 · ownership.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 12,616,819

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. The issuer's board of directors appointed Mr. Peizer as its Executive Chairman, effective as of February 26, 2021.

F2 · price: The shares of Common Stock were purchased in two (2) separate transactions for a range of prices from $0.27992 to $0.27994 which have been weighted and aggregated and reported on the line and rounded to the nearest thousandth.

F3 · price: The Reporting Person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares purchased or sold at each separate price.

SEC source: 0001493152-22-006460 · ownership.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 12,487,019

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. The issuer's board of directors appointed Mr. Peizer as its Executive Chairman, effective as of February 26, 2021.

F2 · price: The shares of Common Stock were purchased in 13 open market transactions for a range of prices from $0.38 to $0.43, which have been weighted and aggregated and reported on the line and rounded to the nearest thousandth.

F3 · price: The Reporting Person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares purchased or sold at each separate price.

SEC source: 0001493152-22-006256 · ownership.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 11,294,699

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas. The issuer's board of directors appointed Mr. Peizer as its Executive Chairman, effective as of February 26, 2021.

F2 · price: The shares of Common Stock were purchased in a series of open market transactions for a range of prices from $0.27 to $0.35, which have been weighted and aggregated and reported on the line and rounded to the nearest thousandth.

F3 · price: The Reporting Person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares purchased or sold at each separate price.

SEC source: 0001437749-21-022804 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,114,155

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $9.93 to $10.545, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022804 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,127,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.36 to $10.92, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022804 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,135,909

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $9.36 to $10.345, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022637 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,142,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $9.41 to $9.98, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022637 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,157,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $9.95 to $10.34, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022637 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,172,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.02 to $10.49, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022503 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,187,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.22 to $10.74, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022503 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,202,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.37 to $11.13, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022503 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,217,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.42 to $11.11, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022291 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,232,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.43 to $10.77, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022291 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,247,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.42 to $10.75, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022291 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,262,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.6142 to $11.2901, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022061 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,277,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.515 to $11.26, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022061 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,292,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.885 to $11.66, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-022061 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,307,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $11.02 to $11.94, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021729 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,322,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $10.86 to $11.50, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021729 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,337,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $11.47 to $12.07, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021729 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,352,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $11.95 to $12.59, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021431 · rdgdoc.xml · nonDerivative · entry 5

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,367,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F7 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $12.77 to $13.30, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021431 · rdgdoc.xml · nonDerivative · entry 4

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,370,898

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F6 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $11.77 to $12.765, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021431 · rdgdoc.xml · nonDerivative · entry 3

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,382,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F5 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $11.56 to $12.32, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021431 · rdgdoc.xml · nonDerivative · entry 2

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,397,722

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F4 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $12.335 to $12.48, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC source: 0001437749-21-021431 · rdgdoc.xml · nonDerivative · entry 1

PEIZER TERREN S · CIK 0000904534 · Director · Executive Chairman · 10% owner

Acuitas Group Holdings, LLC · CIK 0001797168 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Acuitas

Disclosed balance after: 9,398,289

F1 · security: This Form 4 is jointly filed by Terren S. Peizer ("Mr. Peizer") and Acuitas Group Holdings, LLC ("Acuitas"). Mr. Peizer is the Chairman and sole member of Acuitas and, in such capacity, exercises voting and investment power over any securities held for the accounts of Acuitas.

F2 · shares: Represents sales effected pursuant to a Rule 10b5-1 trading plan entered into by Acuitas on August 13, 2021.

F3 · price: The price reported is a volume weighted average price. The shares were sold in multiple transactions at prices ranging from $11.335 to $12.33, inclusive. The Reporting Persons undertake to provide the issuer, any security holder of the issuer, and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.