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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Track Group, Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
81373R109 (CUSIP Number) |
CRC Founders Fund, LP 1528 Wazee Street, Denver, CO, 80202 (405) 830-3274 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/16/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 81373R109 |
| 1 |
Name of reporting person
Denver J. Smith | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
691,691.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
5.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Denver J. Smith does not own these shares personally. He is the Chief Investment Officer of CRC Founders Fund, LP, and therefore may be deemed to beneficially own 691,691 shares of stock held by the CRC Founders Fund, LP.
SCHEDULE 13D
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| CUSIP No. | 81373R109 |
| 1 |
Name of reporting person
CRC Founders Fund, LP. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
691,691.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The CRC Founders Fund, LP is the direct owner of 691,691 shares of common stock.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share |
| (b) | Name of Issuer:
Track Group, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
200 E. 5th Avenue, Suite 100, Naperville,
ILLINOIS
, 60563. |
| Item 2. | Identity and Background |
| (a) | CRC Founders Fund, LP
Denver J. Smith |
| (b) | CRC Founders Fund, LP is located at 1528 Wazee St, Denver, CO, 80202. Denver J. Smith's residence is located at 350 S Race Street, Denver, CO, 80209. |
| (c) | Denver J. Smith is the managing member for Carlson Ridge Capital, LLC, which is an ERA for the CRC Founders Fund, LP. It is located at the same address listed above in (b) for the CRC Founders Fund. LP. |
| (d) | N/A |
| (e) | N/A |
| (f) | CRC Founders Fund, LP is a Delaware LP. Denver J. Smith is a citizen of the U.S.A. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The Reporting Person acquired the shares with $742,724 of working capital. | |
| Item 4. | Purpose of Transaction |
The Reporting Person acquired the shares of Common Stock held by the Reporting Person for investment purposes. The Reporting Person intends to review and evaluate his investment in the Issuer on an ongoing basis taking into consideration such factors as the Reporting Person deems relevant, including without limitation the business and prospects of the Issuer, other developments concerning the Issuer, trading prices of the Issuer's securities, existing or anticipated market or economic conditions (in general or related to the Issuer or the industry in which it operates) and other opportunities available to the Reporting Person. Based on such review and evaluation or other factors, the Reporting Person may (i) acquire or seek to acquire additional securities of the Issuer, including shares of Common Stock or (ii) sell or dispose or seek to sell or dispose of securities of the Issuer currently held by the Reporting Person or acquired by the Reporting Person in the future, in each case, in the open market, in privately negotiated transactions (which may be with the Issuer or with third parties) or otherwise. Additionally, the Reporting Person expects to engage in communications with management and other members of the board of directors of the Issuer, other holders of securities of the Issuer and potentially other persons regarding a variety of matters related to the Issuer, its business, strategy, assets or securities. Without limitation of the foregoing, the Reporting Person may from time to time review, evaluate and explore, and engage in communications with such other persons regarding, strategic alternatives for the Issuer, including a merger or other business combination or take-private transaction involving the Issuer, the acquisition or disposition of securities of the Issuer or other extraordinary corporate transactions involving the Issuer. Any such review, evaluation, exploration or communication engaged in by the Reporting Person could lead to the development by the Reporting Person of, or the participation by the Reporting Person in, a plan or proposal that relates to or could result in one or more of the actions or events specified in clauses (a) through (j) of Item 4 of Schedule 13D, or such activities could be preliminary only and not lead to any such plan or proposal. The Reporting Person may change his intentions with respect to any or all of the matters referred to in this Item 4. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The aggregate percentage of Shares reported owned by each person named herein is based upon 11,863,758 Shares outstanding as of December 2, 2024, which is the total number of Shares outstanding as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on December 23, 2024.
A. CRC Founders Fund, LP:
As of the date hereof, CRC Founders Fund, LP beneficially owns 691,691 shares, equivalent to approximately 5.8%.
B. Denver J. Smith:
As of the date hereof, Denver J. Smith, as the Chief Investment Officer of CRC Founders Fund, LP, may be deemed to beneficially own 691,691 shares, equivalent to approximately 5.8 %. |
| (b) | A. CRC Founders Fund, LP:
1. Sole power to vote or direct vote: 691,691 shares
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 691,691 shares
4. Shared power to dispose or direct the disposition: 0
B. Denver J. Smith:
1. Sole power to vote or direct vote: 691,691 shares
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 691,691 shares
4. Shared power to dispose or direct the disposition: 0 |
| (c) | N/A |
| (d) | N/A |
| (e) | N/A |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
N/A | |
| Item 7. | Material to be Filed as Exhibits. |
N/A |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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