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

Rhea-AI Filing Summary

NetSol Technologies, Inc. (NTWK) annual Form 5 filed for the fiscal year ended 06/30/2025 reports that reporting person Mark Caton, a director, reported a disposition of 163,811 shares of Common Stock. The filing identifies Caton at NetSol Technologies, Inc., 16000 Ventura Blvd., Suite 770, Encino, CA 91436, and is signed 08/14/2025. The form indicates it was filed by one reporting person and marks the transaction as a D (Disposition) with ownership form shown as Direct (D). No derivative securities, exercise prices, or end-of-year beneficial ownership totals are provided in the disclosed tables.

Positive

• Disclosure completed: The reporting person filed an annual Form 5 and identified the disposition of shares
• Reporter identified: The filing lists the reporting person by name, address, and role as a Director

Negative

• No end-of-year beneficial ownership totals provided in the tables, limiting assessment of remaining insider holdings
• No transaction consideration or timing detail beyond the disposition amount is disclosed

Insights

Securities Compliance Analyst

TL;DR Form 5 discloses a single direct disposition of 163,811 common shares by a company director; no derivatives reported.

The filing is routine for an annual Section 16 reconciliation. It clearly identifies the reporting person, relationship to the issuer as a director, the fiscal year covered, and a direct disposition of 163,811 shares of common stock. The report contains no details on remaining beneficial ownership balances or consideration received for the disposal. For compliance purposes, the Form 5 properly records the reported change but lacks context on whether the disposition clears prior Form 4 reporting or the reason for late reporting.

Corporate Governance Expert

TL;DR Director filed an annual ownership update showing a material share disposition without additional ownership balances.

The document confirms the reporting person is a director and that the Form 5 was filed by a single individual. The notable item is the disposition (D) of 163,811 common shares. The absence of end-of-year beneficial ownership figures or explanatory notes limits assessment of ongoing insider holdings and governance implications. From a governance transparency perspective, the filing meets basic disclosure but provides limited investor-relevant detail.

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

OMB Number:			3235-0362
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hours per response:			1.0

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^*

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. 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							163,811	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:

	/s/ Mark Caton	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 Mark Caton report on the Form 5 for NTWK?

The Form 5 reports a disposition of 163,811 shares of NetSol Technologies common stock by Mark Caton, who is identified as a Director.

What fiscal period does this Form 5 cover for NTWK?

The statement is for the issuer's fiscal year ended 06/30/2025.

When was the Form 5 signed and filed?

The filing includes the reporting person's signature dated 08/14/2025.

Does the Form 5 list any derivative securities for NTWK?

No. The Form 5 shows no derivative securities reported in Table II.

Was the Form 5 filed jointly or by one person?

The form indicates it was filed by one reporting person.