[Form 4] NETSOL TECHNOLOGIES INC Insider Trading Activity

Rhea-AI Filing Summary

Ian Charles Smith, a director of NETSOL TECHNOLOGIES INC (NTWK), reported a non‑derivative acquisition of 2,527 shares of common stock on 10/02/2025. The shares were issued as compensation for services rendered and were acquired at a reported price of $0, leaving Mr. Smith with 2,527 shares beneficially owned following the transaction. The Form 4 was signed on 10/06/2025. This filing discloses an insider receipt of equity compensation rather than a market purchase or sale, which can reflect routine director compensation practices.

Positive

• Director alignment strengthened by issuance of 2,527 shares as compensation
• Clear disclosure of the grant and post‑transaction beneficial ownership (2,527 shares)

Negative

• No vesting or restriction details disclosed here, limiting assessment of when shares confer full economic interest
• Percentage dilution unknown because total shares outstanding are not provided in this filing

Insights

Corporate Governance Analyst

Director received equity compensation of 2,527 shares on 10/02/2025.

The transaction is reported as an award issued for services, which is a common mechanism to align director incentives with shareholder interests. Issuance at $0 indicates restricted stock or a grant rather than a cash purchase.

Key dependencies include any vesting schedule or transfer restrictions not disclosed here and the company's ongoing compensation policy. Monitor future filings for vesting terms or subsequent sales that would affect dilution or insider liquidity within 12 months.

Equity Dilution Specialist

2,527 shares are disclosed as beneficially owned after issuance; materiality is likely low.

For most publicly traded companies, a grant of 2,527 shares typically represents a small dilution unless the company has a very small share count. The Form 4 does not state total shares outstanding, so the percentage impact cannot be calculated from this filing alone.

Investors should check the company's outstanding share count and recent equity grants in proxy statements to assess aggregate dilution over the past year and any recurring director awards within the next 12 months.

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^*

Smith Ian Charles

(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)	2,527	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/ Ian Charles Smith	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 Ian Charles Smith report on the Form 4?

The Form 4 reports an acquisition of 2,527 common shares on 10/02/2025, issued as compensation for services, leaving him with 2,527 shares beneficially owned.

Was the 2,527‑share transaction a market purchase or a grant?

It was reported as a grant: the shares were issued as compensation and the reported price is $0, indicating an award rather than a cash purchase.

Does the Form 4 state when the shares vest or can be sold?

No. The filing only discloses issuance and beneficial ownership; vesting, restrictions, or exercise dates are not provided.

How material is a 2,527‑share director grant to NTWK shareholders?

Materiality cannot be determined from this Form 4 alone because the filing does not list total shares outstanding; the grant may be immaterial for a large cap but more significant for a small float.

When was the Form 4 signed by the reporting person?

The form was signed on 10/06/2025 by Ian Charles Smith.