8-K
Network-1 Technologies, Inc. (NTIP)
View as plain text
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): March 3, 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.) |
65Locust Avenue, 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<br> Stock, par value $0.01 per share | NTIP | NYSE<br> 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<br> CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17<br> CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange<br> Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange<br> 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 8.01 | Other Events. |
|---|
On March 3, 2023, the Board of Directors of Network-1 Technologies, Inc. declared a semi-annual cash dividend of $0.05 per common share pursuant to its dividend policy. The semi-annual cash dividend of $0.05 per share is payable on March 31, 2023 to all common stockholders of record as of March 15, 2023. A copy of the press release is attached as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits
| Exhibit No. | ****<br><br>Description |
|---|---|
| 99.1 | Press Release dated March 3, 2023 |
| 104 | Cover Page Interactive Data<br> 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:<br> March 6, 2023 | By: | /s/ Corey M.<br> Horowitz |
| Name: Corey<br> M. Horowitz<br><br> <br>Title: Chairman<br> & Chief Executive Officer |
-3-
Exhibit****99.1
FORIMMEDIATE RELEASE
NETWORK-1DECLARES SEMI-ANNUAL DIVIDEND
NewCanaan, Connecticut March 3, 2023 – Network-1 Technologies, Inc. (NYSE American: NTIP) today announced that its Board ofDirectors has declared a semi-annual cash dividend of $0.05 per common share pursuant to its dividend policy. Thesemi-annual cash dividend of $0.05 per share is payable on March 31, 2023 to all common stockholders of record as of March15, 2023.Thedividend policy of Network-1 undergoes a periodic review by the Board of Directors and is subject to change at any time depending onthe earnings of Network-1, its financial requirements and other factors existing at the time. Future declarations of semi-annual dividendsand the establishment of future record and payment dates are subject to the final determination and discretion of the Board of Directors.ABOUTNETWORK-1 TECHNOLOGIES, INC.Network-1Technologies, 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-1currently owns ninety-seven (97) U.S. patents covering various telecommunications and data networking technologies as well as technologiesrelating to document stream operating systems, the identification of media content and high frequency trading. Network-1’s currentstrategy includes continuing to pursue licensing opportunities for its intellectual property. Network-1’s strategy is to focuson acquiring and investing in high quality patents which management believes have the potential to generate significant licensing opportunitiesas Network-1 has achieved with respect to its Remote Power Patent and Mirror Worlds Patent Portfolio. Network-1’s Remote PowerPatent has generated licensing revenue in excess of $187,000,000 from May 2007 through September 30, 2022. Network-1 has achievedlicensing and other revenue of $47,150,000 through September 30, 2022 with respect to its Mirror Worlds Patent Portfolio.| Corey<br> M. Horowitz, Chairman and CEO || --- || Network-1<br> Technologies, Inc. || (917)<br> 692-0000 |