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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):          December 12, 2024      

 

NETWORK-1 TECHNOLOGIES, INC.

 

(Exact name of registrant as specified in its charter)

 

Delaware 001-15288 11-3027591
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)

65 Locust Avenue, Third Floor, New Canaan, Connecticut 06840

 

(Address of Principal Executive Offices) (Zip Code)

(203) 920-1055 

 

(Registrant’s telephone number, including area code)

N/A

 

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, par value $0.01 per share

NTIP

 NYSE American

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 
 
 

 

Item 4.01Changes in Registrant's Certifying Accountant.

(b)   Engagement of Grassi & Co., CPAs, P.C.. On December 12, 2024, the Audit Committee of Network-1 Technologies, Inc. (“Network-1”) engaged Grassi & Co., CPAs, P.C.(“Grassi”) as the Company's independent registered public accounting firm for the years ended December 31, 2024 and December 31,2025, effective immediately. On November 13, 2024, Marcum LLP resigned as Network-1’s independent registered public accounting firm due to a conflict of interest related to services performed by CBIZ, Inc., which recently acquired Marcum, LLP( see Network-1’s Current Report on Form 8-K filed on November 14, 2024).

During the fiscal years ended December 31, 2023 and December 31, 2022 and the subsequent interim period through December 12, 2024, neither Network-1 nor anyone on its behalf consulted with Grassi regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Network-1’s financial statements, and neither a written report or oral advice was provided that Grassi concluded was an important factor considered by Network-1 in reaching a decision as to any accounting, auditing or financial reporting issue or (ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K or a reportable event within the meaning of Item 304 (a)(1)(v) of Regulation S-K.

 

 

  

 

 

 

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SIGNATURE

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  NETWORK-1 TECHNOLOGIES, INC.
     
     
Dated:    December 13, 2024 By: /s/ Corey M. Horowitz
      

Name:   Corey M. Horowitz

Title:     Chairman and Chief Executive Officer
     

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

-3-

 

 

 

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Cover
Dec. 12, 2024
Cover [Abstract]  
Document Type 8-K
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Document Period End Date Dec. 12, 2024
Entity File Number 001-15288
Entity Registrant Name NETWORK-1 TECHNOLOGIES, INC.
Entity Central Index Key 0001065078
Entity Tax Identification Number 11-3027591
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 65 Locust Avenue, Third Floor,
Entity Address, City or Town New Canaan
Entity Address, State or Province CT
Entity Address, Postal Zip Code 06840
City Area Code (203)
Local Phone Number 920-1055
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol NTIP
Security Exchange Name NYSEAMER
Entity Emerging Growth Company false
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