NetSol Technologies Inc. Common Stock filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 24, 2025, 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 30, 2025 the record date, 70.70% or 8,279,429 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 7,194,620 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 | 5,351,407 | 1,840,557 | 2,656 | 74.40 | % | |||||||||||
| Mark Caton | 4,475,131 | 2,716,433 | 3,056 | 62.22 | % | |||||||||||
| Malea Farsai | 5,362,747 | 1,829,273 | 2,600 | 74.56 | % | |||||||||||
| Syed Kausar Kazmi | 4,727,098 | 2,464,823 | 2,699 | 65.72 | % | |||||||||||
| Ian Smith | 5,518,952 | 1,672,569 | 3,099 | 76.74 | % | |||||||||||
2. To approve, on an advisory basis, compensation of the Named Executive Officers:
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 * |
| 7,194,620 | 5,202,194 | 1,928,443 | 63,983 | 72.95% |
3.. Ratification of Appointment of Auditors:
Fortune CPA, Inc. was appointed as Auditors for the Company for the fiscal year ending June 30, 2025. 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 * | ||||
| 8,279,429 | 7,038,591 | 1,239,683 | 1,155 | 85.02% |
4. To approve the amendment of our articles of incorporation to increase the number of authorized shares of capital stock from 15,000,000 to 18,500,000 and common stock of the Company from 14,500,000 to 18,000,000 shares of common stock.
| Total Shares Voted | For | Against | Abstain | % of Total Voted in Favor * | ||||
| 7,194,620 | 5,351,001 | 1,828,484 | 15,135 | 74.53% |
5. To approve the adoption of the 2025 Equity Incentive Plan.
| Total Shares Voted | For | Against | Abstain | % of Total Voted in Favor * | ||||
| 7,194,620 | 3,672,082 | 3,502,358 | 20,180 | 51.18% |
* Less Abstention/Withheld
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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 25, 2025 | /s/Najeeb Ghauri |
| NAJEEB GHAURI | ||
| Chief Executive Officer | ||
| Date: | June 25, 2025 | /s/ Roger K. Almond |
| ROGER K. ALMOND | ||
| Chief Financial Officer |
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