UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): October 31, 2025
Commission file number: 0-22773
NETSOL TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)
| NEVADA | 95-4627685 | |
| (State or other Jurisdiction of | (I.R.S. Employer NO.) | |
| Incorporation or Organization) |
16000 Ventura Blvd, Suite 770
Encino, CA 91436
(Address of principal executive offices) (Zip Code)
(818) 222-9195 / (818) 222-9197
(Issuer’s telephone/facsimile numbers, including area code)
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 (see General Instruction A.2. below):
| ☐ | 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)) |
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, $.01 par value per share | NTWK | NASDAQ |
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 2.02 Results of Operations and Financial Condition.
On October 30, 2025, NetSol Technologies, Inc. issued a press release announcing results of operations and financial conditions for the quarter ended September 30, 2025 for its subsidiary, NetSol Technologies Limited, located in Pakistan. The press release is furnished as Exhibit 99.1 to this Form 8-K.
The information in this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document field under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Exhibits
| 99.1 | News Release dated October 30, 2025 |
| 104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document) |
| Page |
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NETSOL TECHNOLOGIES, INC. | ||
| Date: | October 31, 2025 | /s/ Najeeb Ghauri |
| NAJEEB GHAURI | ||
| Chief Executive Officer | ||
| Date: | October 31, 2025 | /s/ Roger Almond |
| ROGER ALMOND | ||
| Chief Financial Officer |
| Page |
Exhibit 99.1
NetSol Technologies Limited Pakistan, (“NetSol PK”), a majority owned subsidiary of NetSol Technologies, Inc. servicing the Asia-Pacific region, announced financial results for the quarter ended September 30, 2025.
Financial Highlights Q1, 2025-26
● Net revenues increased to PKR 2,244 million compared to PKR 1,899 million in corresponding quarter of last fiscal year
● Gross profit increased to PKR 772 million versus PKR 641 million in the same period of last fiscal year
● Company posted a net profit of PKR 50 million or a profit of PKR 0.57 per diluted share compared to PKR 197 million last year or PKR 2.21 per diluted share
Company posted revenues of PKR 2,244 million for the quarter ended September 30, 2025 compared with PKR 1,899 million in same quarter of last year. Gross profit clocked at PKR 772 million compared to PKR 641 million in the corresponding period. The Company posted a net profit after tax of PKR 50 million or a profit of PKR 0.57 per diluted share in comparison of PKR 197 million or PKR 2.21 per diluted share in the same quarter of fiscal year 2025. Included in current quarter’s net profit is a currency exchange loss of PKR 49 million whereas in the comparative period there was a currency exchange gain of PKR 171 million.