NETWORK-1 TECHNOLOGIES, INC. 8-K

What Happened

• Network-1 Technologies, Inc. (NTIP) filed an 8-K (Item 8.01) reporting that its Board authorized and the company adopted a Rule 10b5-1 trading plan to allow share repurchases.
• The plan authorizes a third‑party broker to buy up to 1,000,000 shares of the company’s common stock, subject to price, market, volume and timing constraints and in compliance with Rules 10b5-1 and 10b-18.
• Two purchase windows are specified: (1) beginning January 2, 2026 until two trading days after the company issues a press release with financial results for the year ended December 31, 2025; and (2) beginning April 1, 2026 until two trading days after the company issues a press release with financial results for the quarter ended March 31, 2026.

Key Details

• Board approved written 10b5-1 trading plan (Item 8.01 filed 2025-12-30).
• Up to 1,000,000 shares may be purchased by a third‑party broker.
• Purchase windows: Jan 2, 2026 → two trading days after FY 2025 results release; Apr 1, 2026 → two trading days after Q1 2026 results release.
• All purchases subject to plan terms and Rules 10b5-1 and 10b-18 (price, market, volume, timing constraints).

Why It Matters

• The 10b5-1 plan gives the company a structured, compliance‑safe way to repurchase shares even when normal trading might be restricted, potentially reducing outstanding share count if purchases occur.
• For investors, this signals the Board has authorized repurchases and provides a clear ceiling (1,000,000 shares) and timing windows, but the filing does not guarantee any specific volume or timing of actual purchases.