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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):          February 13, 2023      

 

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)

(212) 829-5770 

 

(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.

 
 
 

 

Item 8.01Other Events.

On February 13, 2023, Network-1 Technologies, Inc. announced that the U.S. Patent and Trademark Office issued U.S. Patent No. 11,575,381 (Field Programmable Gate Array with External Phase-Locked Loop) to its wholly-owned subsidiary (HFT Solutions, LLC). The claims in the newly issued patent are generally directed towards certain advanced technologies relating to high frequency trading. The newly issued patent arises from a patent application contained in the Network-1’s HFT Patent Portfolio acquired in March 2022.

A copy of the press release is attached as Exhibit 99.1.

 

 

Item 9.01Financial Statements and Exhibits.

(d)      Exhibits

 

Exhibit No.

 

 

Description

    
99.1 

Press Release dated February 13, 2023

    
104  Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

-2- 

 

 

 

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:    February 15, 2023 By: /s/ Corey M. Horowitz
      

Name:   Corey M. Horowitz

Title:     Chairman and Chief Executive Officer

     

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

-3-

 

 

 

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Corey M. Horowitz, Chairman and CEO  
Network-1 Technologies, Inc.  
(203) 920-1055  
   

Network-1 Subsidiary Receives New Patent from U.S. Patent Office

Expanding its HFT Patent Portfolio to Include 9 Issued U.S. Patents

NEW CANAAN, CT / ACCESSWIRE / February 13, 2023 / Network-1 Technologies, Inc. (NYSE American:NTIP), a company engaged in the acquisition, development, licensing, and monetization of intellectual property, announced today that the U.S. Patent and Trademark Office issued U.S. Patent No. 11,575,381 (Field Programmable Gate Array with External Phase-Locked Loop) to its wholly-owned subsidiary (HFT Solutions, LLC). The claims in the newly issued patent are generally directed toward certain advanced technologies relating to high frequency trading.

The newly issued patent arises from a patent application contained in the HFT patent portfolio acquired by HFT Solutions in March 2022 (the "HFT Patent Portfolio"). The HFT Patent Portfolio relates to, among other things, technologies used by firms engaged in high frequency trading activities that utilize custom field-programmable gate array (FPGA) hardware, including clock domain management technology that provides critical transaction latency gains in trading systems where the difference between success and failure may be measured in nanoseconds.

With this latest issuance, the HFT Patent Portfolio now includes nine (9) issued U.S. patents and two (2) pending U.S. patent applications. The patent terms of the HFT Patent Portfolio are currently expected to extend until 2039. HFT Solutions anticipates further issuances of additional claims for the HFT Patent Portfolio.

 

ABOUT NETWORK-1 TECHNOLOGIES, INC.

Network-1 Technologies, Inc. is engaged in the development, licensing and protection of its intellectual property and proprietary technologies. Network-1 works with inventors and patent owners to assist in the development and monetization of their patented technologies. Network-1 currently owns ninety-seven (97) U.S. patents covering various telecommunications and data networking technologies as well as technologies relating to document stream operating systems and the identification of media content. Network-1’s current strategy includes efforts to monetize its patent portfolios. Network-1’s strategy is to focus on acquiring and investing in high quality patents which management believes have the potential to generate significant licensing opportunities as Network-1 has achieved with respect to its Remote Power Patent and Mirror Worlds Patent Portfolio. Network-1’s Remote Power Patent has generated licensing revenue in excess of $187,000,000 from May 2007 through September 30, 2022. Network-1 has achieved licensing and other revenue of $47,150,000 through September 30, 2022, with respect to its Mirror Worlds Patent Portfolio.

 

This release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements address future events and conditions concerning Network-1's business plans. Such statements are subject to a number of risk factors and uncertainties as disclosed in the Network-1's Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission including, among others, Network-1’s uncertain revenue stream, uncertainty as to the outcome of pending litigation, whether Network-1 will be successful in its appeal to the Federal Circuit of the District Court judgement of non-infringement dismissing Network-1’s litigation against Facebook, the ability of Network-1 to successfully execute its strategy to acquire or make investments in high quality patents with significant licensing opportunities, Network-1's ability to achieve revenue and profits from its patent portfolios, as well as a return on its investment in ILiAD Biotechnologies, LLC or other intellectual property it may acquire or finance in the future, the ability of Network-1 to enter into additional license agreements, uncertainty as to whether cash dividends will continue be paid, Network-1's ability to enter into strategic relationships with third parties to license or otherwise monetize their intellectual property, the risk in the future of Network-1 being classified as a Personal Holding Company which may result in Network-1 issuing a special cash dividend to its stockholders, future economic conditions and technology changes and legislative, regulatory and competitive developments. Except as otherwise required to be disclosed in periodic reports, Network-1 expressly disclaims any future obligation or undertaking to update or revise any forward-looking statement contained herein.

 

Corey M. Horowitz, Chairman and CEO
Network-1 Technologies, Inc.
(203) 920-1055