Current Report Filing (8-k)
December 27 2022 - 4:13PM
Edgar (US Regulatory)
0001065078
false
0001065078
2022-12-21
2022-12-21
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xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of
earliest event reported): December
21, 2022
Network-1 Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
001-15288 |
11-3027591 |
(State or Other Jurisdiction |
(Commission |
(I.R.S. Employer |
of Incorporation) |
File Number) |
Identification No.) |
65
Locust Avenue, Third Floor, New
Canaan, Connecticut 06840
(Address of Principal
Executive Offices) (Zip Code)
(203) 920-1055
(Registrant’s
telephone number, including area code)
N/A
(Former name or former address,
if changed since last report)
Securities registered
pursuant to Section 12(b) of the Act:
Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on which registered |
Common
Stock, par value $0.01 per share
|
NTIP
|
NYSE American |
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act
of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
The
Board of Directors of Network-1 Technologies, Inc. (the “Company”) has authorized, and the Company has entered into, a written
trading plan (10b5-1 Plan) under Rule 10b5-1 of the Securities Exchange Act of 1934 (the “Exchange Act”). Adopting a trading
plan that satisfies the conditions of Rule 10b5-1 allows a company to repurchase its shares at times when it might otherwise be prevented
from doing so due to self-imposed trading black-outs or pursuant to insider trading laws. Purchases under the Company’s 10b5-1
Plan are for the following periods: (1) beginning on January 10, 2023 until two trading days after the Company issues a press release
announcing its financial results for the year ended December 31, 2022 and (2) beginning on April 3, 2023 until two trading days after
the Company issues a press release announcing its financial results for the quarter ended March 31, 2023. Under the 10b5-1 Plan, the
Company’s third party broker may purchase up to 1,000,000 shares of the Company’s common stock, subject to certain price,
market, volume and timing constraints, in accordance with the terms of the plan and subject to Rule 10b5-1 and Rule 10b-18 under the
Exchange Act.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
NETWORK-1 TECHNOLOGIES, INC. |
|
|
|
|
|
|
Dated: December 27, 2022 |
By: |
/s/ Corey M.
Horowitz |
|
|
Name: Corey
M. Horowitz
Title: Chairman
& Chief Executive Officer
|
|
|
|
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