Kotarba Partners Fund I, LP is accumulating a large stake (up to 16%+ of JCTC) at a fixed low price ($1.85/share) with a multi-year option. This suggests a long-term activist campaign. Monitor for Kotarba's next SC 13D/A filing for any change in purpose or demands, and watch for potential board nominations or strategic alternatives push.
Price Chart
Executive Summary
Oregon Community Foundation (OCF) filed an SC 13D/A disclosing it entered into a Purchase and Sale Agreement with Kotarba Partners Fund I, LP on August 6, 2026, under which Kotarba purchased 176,006 shares at $1.85/share on September 30, 2026, with an option to buy the remaining 562,528 shares by March 31, 2028. OCF now beneficially owns 562,528 shares (16.0% of outstanding) but has ceded disposal power over those shares to Kotarba under the agreement. This is a passive charitable foundation selling its entire stake to an activist fund, effectively transferring control of a large block to Kotarba.
Key Financial Metrics
Key Facts
- OCF entered into a Purchase and Sale Agreement with Kotarba Partners Fund I, LP on August 6, 2026.
- Kotarba purchased 176,006 shares at $1.85/share on September 30, 2026 (Initial Purchase).
- Kotarba has an option to purchase the remaining 562,528 shares by March 31, 2028.
- Remaining shares pricing: 176,006 at $1.85/share; balance at 85% of 30-day VWAP, min $1.85, max $4.00.
- OCF beneficially owns 562,528 shares (16.0% of outstanding based on 3,520,113 shares outstanding as of July 14, 2026).
- OCF has no power to dispose of the remaining shares other than pursuant to the Agreement.
- OCF received all shares as charitable gifts and has no other plans or proposals under Item 4.
Financial Impact
Kotarba purchased 176,006 shares at $1.85/share ($325,611) and has an option to acquire up to 562,528 additional shares at prices ranging from $1.85 to $4.00/share, representing up to ~$1.04M-$2.25M total consideration.
Risk Factors
- Kotarba may push for changes that could be disruptive or value-destructive.
- The fixed $1.85/share purchase price for a large block could signal that Kotarba sees significant undervaluation, but also creates a large overhang if they seek to exit.
- OCF's passive charitable status means no activist demands from them, but the transfer to Kotarba introduces activist risk.
Investment Themes
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC 13D/A Filing (Primary) | 0001217160-26-000076 |
| Document: 0001217160-26-000076-index.html | 0001217160-26-000076 |
| Document: 0001217160-26-000076.txt | 0001217160-26-000076 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 23, 2026 3d ago | 8-K | $2.71 | awaiting T+1 | — | $2.83 (+4.43%) |
Oct 2, 2026 24d ago | SC 13D/A | $2.97 $2.96 | ▲ +0.17% | ▲ +0.72% | $2.83 (+4.55%) |
Oct 2, 2026 24d ago | Insider Cluster | $2.97 $2.96 | ▼ −0.17% | ▼ −0.72% | $2.83 (−4.55%) |
Oct 2, 2026 24d ago | SC 13D/A | $2.95 $2.97 | ▲ +0.51% | ▼ −0.17% | $2.83 (−4.07%) |
Sep 25, 2026 4w ago | SC 13D/A | $2.95 $2.91 | ▼ −1.36% | ▼ −1.17% | $2.83 (−4.07%) |
Aug 14, 2026 10w ago | Insider Cluster | $3.30 $3.04 | ▼ −7.88% | ▼ −7.20% | $2.83 (−14.24%) |
Aug 10, 2026 11w ago | Insider Cluster | $2.98 $2.92 | ▼ −2.01% | ▼ −2.26% | $2.83 (−5.03%) |
Aug 10, 2026 11w ago | Insider Cluster | $2.98 $2.92 | ▲ +2.01% | ▲ +2.26% | $2.83 (+5.03%) |
Aug 10, 2026 11w ago | 8-K | $2.98 $2.92 | ▼ −2.01% | ▼ −2.26% | $2.83 (−5.03%) |
Jul 14, 2026 14w ago | Press Release | $2.69 $2.79 | ▼ −3.72% | ▼ −4.26% | $2.83 (−5.20%) |
US Market Status
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