[Form 4] NETSOL TECHNOLOGIES INC Insider Trading Activity

Rhea-AI Filing Summary

Mark Caton, a director of NetSol Technologies, Inc. (NTWK), reported acquiring 2,527 shares of the company's common stock on 10/02/2025 as compensation for services. The transaction is recorded at a price of $0, and after the grant his beneficial ownership is reported as 166,338 shares held directly. The Form 4 was signed on 10/06/2025. The filing lists the grant explicitly as issued for services rendered and shows this is an individual filing by one reporting person.

Positive

• Director alignment: Mark Caton received 2,527 shares as compensation, increasing his direct stake to 166,338 shares
• Non-cash compensation: The grant was issued at $0, preserving company cash while rewarding service

Negative

• No vesting details disclosed: The filing does not state any vesting schedule or restrictions for the awarded 2,527 shares
• Limited materiality: The size of the grant relative to total holdings or shares outstanding is not provided, limiting investor assessment

Insights

Corporate Governance Analyst

Director received a small compensation grant, modestly increasing direct holdings.

The entry-level grant of 2,527 shares recorded at $0 is identified as compensation for services and increases the director's reported direct ownership to 166,338 shares. Such non‑cash awards are commonly used to align directors with shareholder interests while conserving cash.

Key dependencies include any vesting schedule or service condition (not disclosed here) and the company's equity‑compensation policy, which will determine when the shares deliver economic value. Monitor subsequent filings for vesting details or sales activity within the next 12 months to confirm alignment versus monetization.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

CATON MARK

(Last) (First) (Middle)

C/O NETSOL TECHNOLOGIES, INC.

16000 VENTURA BLVD., SUITE 770

(Street)

ENCINO CA 91436

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NETSOL TECHNOLOGIES INC [ NTWK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

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
Common Stock	10/02/2025	10/02/2025	A		2,527	A	$0(1)	166,338	D

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

Explanation of Responses:

1. Issued as compensation for services rendered.

	/s/ Mark Caton	10/06/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 did NTWK director Mark Caton report on Form 4?

He reported receiving 2,527 shares of common stock on 10/02/2025 as compensation, increasing his direct holdings to 166,338 shares.

At what price were the NTWK shares issued to Mark Caton?

The shares were reported with a price of $0, and the filing states they were issued as compensation for services rendered.

Is the filing by a single reporting person or jointly?

The Form 4 is filed by one reporting person (individual filing).

Does the Form 4 disclose vesting or exercise dates for the awarded shares?

No. The filing lists the grant and its nature but does not disclose any vesting schedule or restrictions.

When was the Form 4 signed?

The signature block shows the Form 4 was signed on 10/06/2025.