NTIP (NTIP) CFO awarded 15,000 RSUs with two-year vesting schedule

Rhea-AI Filing Summary

NETWORK-1 TECHNOLOGIES, INC. reported that its Chief Financial Officer, Robert Michael Mahan, acquired 15,000 Restricted Stock Units as a compensation award. Each unit represents a contingent right to receive one share of common stock.

According to the award terms, 7,500 restricted stock units vest on February 18, 2027, and 7,500 vest on February 18, 2028, provided Mr. Mahan continues to serve as the Company's Chief Financial Officer. Following this grant, he holds a total of 50,000 Restricted Stock Units directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mahan Robert Michael

(Last) (First) (Middle)

811 ROYAL PALM PLACE

(Street)

VERO BEACH FL 32960

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NETWORK-1 TECHNOLOGIES, INC. [ NTIP-NYSE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/18/2026		A		15,000		(1)	(1)	Common Stock	15,000	$0	50,000	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock. 7,500 restricted stock units vest on the one year anniversary of the date of grant (February 18, 2027) and 7,500 restricted stock units vest on the two year anniversary of the date of grant (February 18, 2028), all subject to Mr. Mahan continuing to serve as the Company's Chief Financial Officer.

	/s/ Robert M. Mahan	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did NTIP report for its Chief Financial Officer?

NETWORK-1 TECHNOLOGIES, INC. reported that Chief Financial Officer Robert Michael Mahan received 15,000 Restricted Stock Units as a grant. These units are part of his equity compensation and give a contingent right to receive the company’s common stock if vesting conditions are met.

How many Restricted Stock Units does the NTIP CFO hold after this grant?

After the reported grant, NTIP’s Chief Financial Officer directly holds 50,000 Restricted Stock Units. This total includes the newly awarded 15,000 units, which increase his equity-based incentive tied to the company’s common stock and long-term performance, subject to the stated vesting conditions.

What are the vesting terms for the 15,000 NTIP Restricted Stock Units?

The 15,000 Restricted Stock Units vest in two equal installments of 7,500 units each. The first 7,500 vest on February 18, 2027, and the remaining 7,500 vest on February 18, 2028, conditioned on continued service as Chief Financial Officer.

What condition must the NTIP CFO meet for the RSUs to vest?

For the Restricted Stock Units to vest, Mr. Mahan must continue serving as NETWORK-1 TECHNOLOGIES, INC.’s Chief Financial Officer. Both the February 18, 2027 and February 18, 2028 vesting tranches depend on his ongoing employment in that specific executive role.

What does each NTIP Restricted Stock Unit represent in this Form 4 filing?

Each Restricted Stock Unit represents a contingent right to receive one share of NETWORK-1 TECHNOLOGIES, INC. common stock. The units do not convert immediately; they become actual shares only upon satisfying the time-based vesting and continued service conditions described in the award terms.