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): June 13, 2024

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

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 13, 2024, NetSol Technologies, Inc. (the “Company”) convened its annual meeting of shareholders. The following proposals were submitted to a vote of security holders. Of the total issued and outstanding shares as of April 18, 2024 the record date, 61.15% or 6,975,119 shares voted in this election. Broker non-votes, which are voted in the ratification of appointment of auditors, are present for purposes of establishing a quorum, but are not considered voted in other proposals.

1. Election of Directors

The following were elected directors of the Company to hold office until the next Annual General Meeting of the Shareholders. A total of 5,901,585 shares of common stock cast votes for directors. The following sets forth the tabulation of the shares voted for each director:

Director	For		Against		Abstain		% of Total Voted For *
Najeeb Ghauri		5,372,671		523,111		5,804		91.12%
Mark Caton		5,097,516		799,211		4,859		86.44%
Malea Farsai		5,364,667		532,019		4,900		90.97%
Michael Francis		5,325,263		571,965		4,358		90.30%
Kausar Kazmi		5,343,273		554,127		4,186		90.60%

2. To approve, on an advisory basis, compensation of the named executive officers in this Proxy Statement:

The shareholders approved on an advisory basis the named executive officer compensation. The following sets forth the tabulation of the shares voting in connection with this proposal.

Total Shares Voted			For				Against				Abstain				% of Total Voted in Favor *
5,901,586				5,332,813				549,278				19,495				90.66%

4. Ratification of Appointment of Auditors:

Fortune CPA, Inc. was appointed as Auditors for the Company for the fiscal year ending June 30, 2024. Ratification of this appointment was sought in this proposal. The following sets forth the tabulation of the shares voting for this matter.

Total Shares Voted			For				Against				Abstain				% of Total Voted in Favor *
6,975,119				6,621,137				167,009				186,973				97.53%

* Less Abstention/Withheld

Page 2

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:	June 13, 2024	/s/ Najeeb Ghauri
		NAJEEB GHAURI
		Chief Executive Officer

Date:	June 13, 2024	/s/ Roger K. Almond
		ROGER K. ALMOND
		Chief Financial Officer

Page 3

NetSol Technologies Inc. Common Stock filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders