NTIP annual meeting: director vote totals include 9,904,436 and 9,978,004

Rhea-AI Filing Summary

NETWORK-1 TECHNOLOGIES, INC. reported results from its annual meeting under Item 5.07 showing stockholder vote tallies for the election of directors. The filing lists three sets of vote totals: 9,904,436 for one nominee with 3,139,632 withheld and 4,718,361 abstentions or broker non-votes; 9,852,420 for a second listing with 3,191,648 withheld and 4,718,361 abstentions/non-votes; and 9,978,004 for a third listing with 3,066,064 withheld and 4,718,361 abstentions/non-votes. The filing references (a) a non-binding advisory vote on named executive compensation and (b) ratification of Marcum LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025, but the vote totals for those two proposals are not provided in the text supplied. The document text is limited to vote tallies and does not identify director names or declare which nominees were elected.

false 0001065078 0001065078 2025-09-18 2025-09-18 iso4217:USD 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):          September 18, 2025      

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. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Stockholders of Network-1 Technologies, Inc. (the “Company”) held on September 18, 2025, the stockholders of the Company entitled to vote at the meeting voted to (i) elect the four individuals named below to serve as directors of the Company to hold office until the next Annual Meeting of Stockholders and until their successors have been duly elected and qualified, (ii) approve, by non-binding advisory vote, the Company’s named executive officer compensation (known as “Say on Pay”); and (iii) to ratify the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.

1) The votes cast by stockholders with respect to the election of directors were as follows:

		For				Withheld Authority				Broker non-vote
Corey M. Horowitz			10,123,379				2,920,689				4,718,361
Jonathan Greene			9,904,436				3,139,632				4,718,361
Allison Hoffman			9,852,420				3,191,648				4,718,361
Niv Harizman			9,978,004				3,066,064				4,718,361

2) The votes cast by stockholders with respect to the proposal to approve, by non-binding vote, the Company’s named executive compensation as reported in the proxy statement for the Annual Meeting were as follows:

For				Against				Abstain				Broker non-vote
	9,158,047				2,476,782				1,409,237				4,718,363

3) The votes cast by stockholders with respect to the proposal to ratify the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 were as follows:

For				Against				Abstain				Broker non-vote
	17,216,802				421,885				123,742				0

-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:    September 18, 2025	By:	/s/ Corey M. Horowitz
		Name:   Corey M. Horowitz Title:     Chairman & Chief Executive Officer

-3-

FAQ

What vote totals did NETWORK-1 (NTIP) report for the director elections?

The filing shows vote tallies of 9,904,436 / 3,139,632 / 4,718,361, 9,852,420 / 3,191,648 / 4,718,361, and 9,978,004 / 3,066,064 / 4,718,361 for three listed rows.

Does the filing identify which director nominees were elected?

No. The provided text contains numeric vote totals but does not include nominee names or explicit election results.

Are the vote results for the advisory executive compensation vote included?

No. The filing references the advisory vote on named executive compensation but the specific vote counts are not present in the supplied text.

What auditor was proposed for ratification and for which fiscal year?

The filing states the proposal to ratify Marcum LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025, but vote totals are not shown in the supplied text.

Does the document show any broker non-vote or abstention patterns?

A repeated figure of 4,718,361 appears across the three vote rows, consistent with a recurring abstention or broker non-vote count, but the filing does not label that figure explicitly.