| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NETWORK 1 TECHNOLOGIES INC [ NTIP-OTC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/16/2014 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, $.01 par value per share | 06/16/2014 | M | 1,100,000 | A | $0.25 | 3,740,292 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | F | 546,942(1) | D | $1.91 | 3,193,350 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | M | 400,000 | A | $0.68 | 3,593,350 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | F | 250,984(2) | D | $1.91 | 3,342,366 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | M | 10,000 | A | $0.68 | 3,352,366 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | F | 6,275(3) | D | $1.91 | 3,346,091 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | M | 7,500 | A | $0.68 | 3,353,591 | D | |||
| Common Stock, $.01 par value per share | 06/16/2014 | F | 4,706(4) | D | $1.91 | 3,348,885 | D | |||
| Common Stock, $.01 par value per share | 2,583,884 | I | See footnote(5) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Option to purchase common stock (right to buy) | $0.25 | 06/16/2014 | M | 1,100,000 | 11/26/2004 | 11/26/2014 | Common Stock | 1,100,000 | $0 | 0 | D | ||||
| Option to purchase common stock (right to buy) | $0.68 | 06/16/2014 | M | 400,000 | 11/26/2004 | 11/26/2014 | Common Stock | 400,000 | $0 | 0 | D | ||||
| Option to purchase common stock (right to buy) | $0.68 | 06/16/2014 | M | 10,000 | 06/22/1999 | 06/22/2014 | Common Stock | 10,000 | $0 | 0 | D | ||||
| Option to purchase common stock (right to buy) | $0.68 | 06/16/2014 | M | 7,500 | 10/25/1999 | 10/25/2014 | Common Stock | 7,500 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. 143,979 shares delivered in connection with cashless exercise of option and 402,963shares to satisfy tax withholding. |
| 2. 142,409 shares delivered in connection with cashless exercise of option and 108,575 shares to satisfy tax withholding. |
| 3. 3,560 shares delivered in connection with cashless exercise of option and 2,714 shares to satisfy tax withholding. |
| 4. 2,670 shares delivered in connection with cashless exercise of option and 2,036 shares to satisfy tax withholding. |
| 5. 2,171,372 shares of common stock are owned directly by CMH Capital Management Corp. and indirectly by Corey M. Horowitz. CMH Capital Management Corp. is an entity in which Corey Horowitz is the sole officer, director and shareholder. 67,471 shares are owned by Donna Slavitt, the wife of Mr. Horowitz, an aggregate of 342,750 shares are held by two trusts and a custodian account for the benefit of Mr. Horowitz's three children, and 2,291 shares are held by Horowitz Partners, a general partnership of which Mr. Horowitz is a partner. |
| By: /s/ Corey M. Horowitz | 06/18/2014 | |
| ** 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. | ||