[Form 5] NetSol Technologies, Inc. Annual Statement of Beneficial Ownership

Rhea-AI Filing Summary

NetSol Technologies, Inc. (NTWK) Form 5 filed by Najeeb Ghauri, who is identified as both a director and the company's CEO, reports annual changes in beneficial ownership for the fiscal year ended 06/30/2025. The filing discloses Common Stock with an entry showing 923,338 and the letter D in the transaction column. Explanatory notes state that 15,000 of the total are held indirectly by the reporting person’s spouse and that the June 30, 2025 balance was 908,313, with subsequent acquisitions and dispositions recorded on Form 4s dated July 7, 2025, July 11, 2025, and July 15, 2025. The form is signed by Najeeb Ghauri on 08/14/2025. The filing provides ownership counts and references related Form 4 activity but does not include transaction prices or explicit details of each July Form 4 within this document.

Positive

• None.

Negative

• Large reported disposition/aggregate entry of 923,338 shares appears on the Form 5 (marked with transaction code D)
• Subsequent acquisition/disposition activity after the fiscal year is referenced but not detailed in this filing; details require reviewing Form 4s dated July 7, 2025, July 11, 2025, and July 15, 2025

Insights

Securities Analyst

TL;DR: The Form 5 records annual changes to the CEO/director's holdings, notes an end-of-period balance and references multiple July Form 4 filings.

The filing is an annual reconciliation under Section 16 covering the fiscal year ended 06/30/2025. It identifies Najeeb Ghauri as both a director and CEO and lists Common Stock with an entry of 923,338 marked with a disposal indicator (D) in the table. The explanatory footnotes clarify 15,000 shares are held indirectly by the spouse and that the reported June 30 balance was 908,313, with subsequent activity disclosed on Form 4s dated July 7, July 11, and July 15, 2025. The Form 5 itself does not provide transaction prices or itemized details of those July Form 4 transactions, so a complete view of the timing and economic terms requires reviewing the referenced Form 4 filings.

Corporate Governance Expert

TL;DR: Annual insider reconciliation filed; director/CEO reported indirect spouse holdings and referenced multiple follow-up Form 4s.

The document fulfills the annual reporting obligation under Section 16 and is signed by the reporting person. It discloses indirect ownership of 15,000 shares by the spouse and notes a June 30, 2025 balance of 908,313. The Form flags that additional acquisitions and dispositions after the fiscal year were reported separately on Form 4s in July 2025. For governance review, the form establishes the reporting chain and points to the July filings for transaction-level detail and timing; the Form 5 itself does not provide granular trade dates or prices beyond the aggregate figures shown.

SEC Form 5

FORM 5

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

ANNUAL 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

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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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

GHAURI NAJEEB

(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
X	Officer (give title below)		Other (specify below)
	CEO

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
06/30/2025

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock							923,338(1)(2)	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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Of total amount of securities held, 15,000 are held indirectly by spouse.

2. The total includes acquisitions and dispositions by the holder after June 30, 2025 reported on Form 4s dated July 7, 2025, July 11, 2025 and July 15, 2025. The June 30, 2025 balance was 908,313.

	/s/ Najeeb Ghauri	08/14/2025
	** 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 Najeeb Ghauri report on the Form 5 for NTWK?

The Form 5 reports beneficial ownership entries for Common Stock, showing an entry of 923,338 (marked with a D), an end-of-period balance of 908,313 as of 06/30/2025, and that 15,000 shares are held indirectly by the spouse.

Does the Form 5 include transaction prices for the reported changes?

No. The Form 5 does not include transaction prices or itemized July transaction details; it references Form 4 filings for July 7, 11, and 15, 2025 for those transactions.

What relationship does the reporting person have to NTWK?

The reporting person, Najeeb Ghauri, is identified on the form as both a Director and the company’s CEO.

When was the Form 5 signed?

The Form 5 is signed by Najeeb Ghauri on 08/14/2025.

Are there indirect holdings disclosed on the Form 5?

Yes. The filing discloses that 15,000 shares of the total are held indirectly by the reporting person’s spouse.